Last updated: March 2022
Hi! Welcome to SHIPPR, a digital platform providing on-demand-logistics and connecting Carriers and Customers in the field of transport. These Terms govern your use of the SHIPPR App and help define the relation between you and SHIPPR. By providing you with these Terms, we aim to act transparently and try to proactively answer any questions you might have regarding support, payment, term, etc. By using the App, you agree to the latest version of these Terms. We kindly ask you to read these Terms carefully and keep them in mind every time you use the App and/or accept Deliveries.
I. DEFINITIONS
Agreement: the collective term for all arrangements related to the App and the Services between the Carrier Company and SHIPPR, including (i) these Terms and/or (ii) all written agreements/communication between the Carrier and SHIPPR (related to the Customer);
App: the mobile application developed by SHIPPR to provide its Services to the Carrier;
Account: an account on the App, containing all required/necessary information of the Carrier in order to allow the App to function properly (accept Deliveries, receive ratings, etc.);
Carrier: every natural/legal person employed/appointed by the Carrier Company, carrying out the Deliveries of Goods. The Carrier has a personal Account on the App, which must be connected to a Carrier Company profile;
Carrier Company: the legal entity that through the Agreement legally commits towards Shippr to perform Deliveries (and engages Carriers for the actual performance of such Deliveries) and consequently is fully responsible towards SHIPPR for the Deliveries under the Agreement and towards the Customer under the 'contract of carriage’. A Carrier Company has a separate, overarching profile in the App that groups multiple Carriers. The Carrier Company and SHIPPR are collectively referred to as “parties”;
Carrier Criteria: specific criteria submitted by a Customer of SHIPPR that the Carrier must meet and accept in order to be allowed to perform the Delivery, which are provided to the Carrier through the App;
Customer: every legal entity or natural person relying on the on-demand-logistic services and App for professional use (in accordance with SHIPPR’s Terms of Service for Customers);
Delivery: the transport of Goods, as requested by the Customer, which is entrusted to the Carrier through the App;
Fee: the fee(s) to be paid by SHIPPR to the Carrier Company for the Delivery, as agreed between parties at the moment of acceptance of the Delivery;
Force Majeure: all circumstances which were reasonably unforeseeable at the time the Agreement was concluded, are unavoidable, and create (i) the inability on the part of a party to carry out the Agreement, or (ii) make the implementation of the Agreement harder or more difficult than normally anticipated (financially or otherwise). For example (but not limited to): hardship, natural disasters, war, (threats of) terrorism, strikes, lock-out, diseases, pandemics, shortage of personnel, organizational conditions, confiscation, fire, scarcity of (raw) materials, bankruptcy or delays on the part of suppliers or subcontractors;
Goods: the products for which the Customer requests the Delivery;
Recipient: the natural person or legal entity receiving the Goods sent by the Customer relying on SHIPPR’s on-demand-logistic services;
Services: all services in the field of transport provided by SHIPPR to the Carrier Company under these Terms, including but not limited to (i) connecting a Carrier to the Customer for the purpose of performing the Deliveries as requested by the Customer (including, providing the Carrier with the instructions/information in relation to the Delivery as provided by the Customer to SHIPPR / in the App) and (ii) providing a right of access to the App to the Carrier Company and its Carriers;
SHIPPR (or we | us): the limited company (“société anonyme”) SHIPPR, incorporated and existing under the laws of Belgium, with registered office at BE-1000 Bruxelles, Avenue Louise 350 with VAT/company number BE-0674.799.306;
Special Delivery: a Delivery of fragile, refrigerated, or temperature controlled Goods, which requires specific terms and conditions (including, Part III of these Terms);
Terms: these Terms of Service for Carriers, the Privacy Policy, the Data Processing Policy for Carriers and the Acceptable Use Policy;
Timeslot: A time window in which a Carrier (whether or not with a mode of transportation), should be available to a Customer to perform one or more Deliveries upon request;
Website: https://www.shippr.io, as well as any subdomains or other/future websites of SHIPPR.
II. GENERAL TERMS & CONDITIONS
1 Applicability of the Terms
1.1 Unless explicitly determined otherwise in writing, the entire relation between SHIPPR and the Carrier Company is governed by (in descending hierarchical order) (i) the description of the Delivery in the App; (ii) the Terms; and (iii) the applicable law in the territory in which the Delivery is carried out.
1.2 These Terms are specifically tailored to the use of the App and the Services and are thus best suited to govern the relation between SHIPPR and the Carrier Company. Therefore, the Carrier Company that agrees to these Terms always take precedence over its own terms and conditions, which shall not be enforceable against SHIPPR (even if the Carrier Company declares them to be the only valid terms).
2 Qualifications & independence
2.1 When providing the Services under the Agreement, SHIPPR is acting as a transport broker. In no event can Shippr be regarded as a carrier (or a commission transport/expedition agent) or as the provider of transport services.
2.2 The Carrier Company is and shall remain an entity or natural person independent from SHIPPR. Nothing in these Terms can be construed as creating an association or partnership of any kind or any relationship of dependence or employment between SHIPPR or the Carrier Company (including its Carriers), nor authorize a party to act as principal for the other party.
2.3 Carriers accept and perform the Deliveries in name and on behalf of the Carrier Company, which shall remain fully responsible and liable for the performance of the Deliveries and the actions of the Carrier vis-à-vis SHIPPR and the Customer. Accordingly, the Carrier Company commits to ensuring that its Carriers comply with all obligations (whether of result or means) imposed on them through these Terms.
3 Acceptance of Deliveries
3.1 Acceptance of a Delivery/Timeslot
3.1.1 The Carrier, when consulting the App, shall be able to see possible Deliveries in the App and the following information related to the Deliveries: (i) date and time; (ii) pick-up address; (iii) address of destination; (iv) needed vehicle, (v) Fee; (vi) the delivery briefing, and (vii) whether it concerns a Special Delivery, in which case the Carrier Criteria must be fulfilled (cfr. Article 4.3). More information can/will be provided after acceptance (e.g. contact information Customer).
The Carrier is able to view the requested Timeslots and its related details in the App: (i) date and time of the beginning and the end; (ii) needed vehicle; (iii) Fee; (iv) the delivery briefing and (v) whether it concerns a Special Delivery, in which case the Carrier Criteria must be fulfilled (cfr. Article 4.3). More information can/will be provided after acceptance (e.g. contact information Customer).
3.1.2 If the Carrier wishes to perform a Delivery or be available during a Timeslot, it shall accept it in the App by clicking the confirmation button. Upon acceptance of the Delivery, the Carrier shall receive the contact information of the Customer.
3.1.3 Acceptance of certain Deliveries may be subject to the acceptance of the Carrier Criteria of the Customer. The Carrier shall read the Carrier Criteria carefully and answer in good faith whether it meets the criteria.
3.1.4 Acceptance of a Delivery by the Carrier is considered final and definitive.
3.1.5 By accepting the Delivery an informal “contract of carriage” is concluded directly between the Customer and the Carrier Company, resulting in the Carrier Company being directly liable towards the Customer for all rights and obligations related to the Delivery.
3.1.6 Carriers shall be alerted of Deliveries to be performed or Timeslots in which they should be available through a notification in the App, unless the Carrier turns the App notifications off. The notification shall at least include the following information: date, time and postcode of desired pick-up.
3.1.7 If a Customer requests recurrent Deliveries via the App (or via directly request to SHIPPR), SHIPPR may discretionally assign a preferred Carrier to that Customer. The Carrier must be available at the agreed upon recurrent slots for the recurrent Deliveries. However, aforementioned assignment of the preferred Carrier shall not result in any acquired rights in favour of the Carrier (Company), such as but not limited to: a minimum of Deliveries in any given period of time, a minimum duration of being the preferred Carrier for the Customer, exclusivity for the Deliveries and/or a right to be compensated when the Customer decides to cancel/change the recurrency or switch to another carrier (for whatsoever reason).
3.1.8 The Customer can solely request the services of a Carrier, and this without making appeal to any kind of transportation. If so, the Carrier must be present at the communicated time and place, where it shall receive access to the mode of transportation of or foreseen by the Customer. All obligations and liabilities in these Term linked to the mode of transportation (e.g. making sure it allows the Delivery to be carried out, making sure it is properly functioning and insured, etc.) are vested with the Customer. Nonetheless, the obligations linked to piloting the mode of transportation remain vested in the Carrier (e.g. following the applicable road/traffic code and indemnifying the Customer for any fines related thereto).
3.2 Modification of an accepted Delivery
3.2.1 Under specific conditions the Customer may modify the Delivery information / requirements. The Carrier shall timely be alerted through the App of any modifications to the Delivery and shall do its utmost best to carry out the Delivery.
4 Execution of the Delivery
4.1 The Carrier shall present himself at the time and pick-up address of the Goods, in accordance with the information transmitted via SHIPPR through the App. It shall perform the delivery of the Goods as soon as the Goods are loaded, unless differently communicated (obligation of result).
4.2 During the Delivery, the Carrier shall treat the Goods with the utmost care and in accordance with the rules of trade and the standards, laws and regulations applicable to the Goods (such as, but not limited to, regulations on food safety). The Carrier is responsible for the handling of the Goods. If, however, the handling time is longer than what is considered, given the specific circumstances, a normal and standard handling time, either at the pick-up or drop-off location, the Carrier may be entitled to an additional fee. Entitlement to such additional fee shall be subject to SHIPPR’s verification if the total duration of the handling (i.e. excessive time) was indeed necessary/justified, given the circumstances, and consideration whether the payment of an additional fee is indeed appropriate. Payment of the additional fee is subject to the provisions of Article 9.
4.3 If the Carrier accepts a Special Delivery, it must adhere to the obligations set out in Part III of these Terms.
4.4 In case the Delivery cannot be performed or cannot be performed in accordance with the Customer’s (modified) instructions, the Carrier shall contact the SHIPPR support centre in order to coordinate the response towards the Customer. However, SHIPPR is not obliged to contribute in finding a solution and therefore does not bear any responsibility in this respect.
4.5 The Carrier recognizes that any public authority may at any time open the package of the Goods in order to inspect them (for instance, in case there is doubt about the nature or legality of the Goods (cfr. Article 8.5)). The Carrier shall provide every reasonable assistance to such public authorities.
4.6 Carrier may only outsource Deliveries to sub-contractors meeting all legal and practical criteria set out by SHIPPR or the Customer (e.g. onboarding), and requires prior approval/validation by SHIPPR of their respective Account on the App (per sub-contractor). The Carrier Company remains fully responsible for the acts committed by and/or negligence of its Carrier’s sub-contractors under these Terms to SHIPPR and/or the Customer (no limitation of liability can be applicable).
5 Change accepted Deliveries/Timeslots
5.1. Cancellation
5.1.1 SHIPPR does not accept a cancellation of the Delivery by the Carrier less than two (2) hours prior to the planned pick-up time. The Carrier Company acknowledges that If its Carrier cancels nonetheless, does not show up (in time) or fails to carry out the Delivery as agreed upon, SHIPPR has the option to discretionally decide on the reasonable consequences, such as: (i) change the rating of the Carrier, (ii) limit the visible Deliveries in the App, (iii) ban the Carrier for one or more Customers or (iv) request compensation from the Carrier for incurred expenses.
5.1.2 If a Customer cancels the Delivery within the accepted timeframe, SHIPPR cannot be held responsible by the Carrier Company or its Carrier as SHIPPR does not have an obligation of result to find a Customer for the Carrier and/or to ensure the (proper) performance of the contract of carriage.
5.2 Suspensions / refusal of an accepted Delivery
5.2.1 The Carrier has the right to refuse or suspend the accepted Delivery of the Goods if, in his opinion:
5.2.2 If the refusal or suspension by the Carrier (as described in Article 4.2.1) is deemed just by SHIPPR, the Carrier (or Carrier Company) shall be indemnified and held harmless by the Customer for and against all costs and liability of the Carrier (or Carrier Company) resulting from such refusal/suspension, including any claims for compensation by SHIPPR or third parties.
6 Warranties of the Carrier
6.1 General
6.1.1 The Carrier confirms and guarantees that it and its Carriers (i) shall perform Deliveries compliant with all applicable laws and regulations such as, but not limited to, EU Regulation (EC) No. 1071/2009 (if applicable), regulations regarding the transport of food or other regulated goods, etc. and (ii) has/have obtained and shall retain the necessary permits to perform the Deliveries in the requested area, such as, but not limited to: permits relating to the transportation of (specific types of) Goods, permits to enter the area where the Delivery must be performed (e.g. LEZ-permits), etc.
6.1.2 The Carrier Company shall ensure that its (Carrier’s) activities under the Agreement (in particular, the Delivery) are covered by its professional liability insurance. It is obliged to take out the necessary insurances. Shippr may request the Carrier (Company) to provide proof thereof.
6.1.3 The Carrier Company guarantees that it and its Carriers (both as a natural person and as a legal entity):
6.2 Mode of transportation / equipment
6.2.1 The Carrier guarantees that it shall use the mode of transportation registered/identified in the App. Furthermore, the mode of transportation and equipment it deploys for Deliveries:
6.2.2 The Carrier shall be liable for any late, cancelled or non-performance of Deliveries, as well as any damage to the Goods as a result of a breakdown, defect or malfunctioning of the mode of transportation and/or equipment.
6.3 Personnel
6.3.1 The Carrier Company guarantees that:
6.3.2 it(‘s Carriers) has (/have) implemented and upholds a drugs and alcohol prevention policy with respect to its personnel.The Carrier Company shall be responsible for the irreproachable conduct of its (Carrier’s) personnel. In the event misuse or misconduct is established or in case of a valid complaint of a Customer or Recipient, the Carrier Company shall immediately (oblige its Carrier to) take the necessary corrective measures. Such measures may include the appointment of another driver/staff member to perform Deliveries.
7 The Services
7.1 Performance of the Services
7.1.1 SHIPPR aims to carry out the Services (and the Agreement in general) to its best effort. Hence, SHIPPR shall always provide the Services with appropriate care and in good faith, and shall serve the Carrier Company to the best of its understanding, skill, insight and ability, as reasonably expected of a professional experienced in services of comparable scope, complexity and size (‘best effort obligation’).
7.1.2 The App is provided to the Carrier Company (and its Carriers) “AS-IS”. All obligations of Shippr regarding the App are to be considered minimum best efforts obligations, as these Services are provided to the Carrier (Company) free of charge.
7.2 Availability of the Services
7.2.1 SHIPPR only provides its Services in the areas as specified on the App and the Website. SHIPPR may extend the use of the App to other areas, which shall then be communicated to the Carrier Company on the Website.
8 The App
8.1 Carrier Company profile
8.1.1 Each Carrier Company must create a profile on the App, which shall serve as an overarching account grouping multiple Carriers. Only Carriers linked to a Carrier Company (profile) shall be able to use the App and perform Deliveries on behalf of Customers. For organizational purposes, legal entities operating as sole proprietors or intending to perform the Deliveries themselves (and not rely on other Carriers) must create both (i) a Carrier Company profile; and, subsequently, (ii) a personal Carrier Account (cfr. below) that is linked / connected to its Carrier Company profile.
8.1.2 The Carrier Company shall only accept / connect to Accounts of Carriers that meet the Carrier requirements under these Terms ( for instance, Article 6). It shall disconnect from any Accounts that have been rejected / not been confirmed by SHIPPR.
8.2 Personal Account
8.2.1 Each Carrier needs to have his own, personal Account. It is restricted for two, or more, Carriers to share one Account, even within a Carrier Company.
8.2.2 Each individual Carrier Account must be linked / connected to a Carrier Company profile. The Carrier cannot use the App, nor can SHIPPR provide the Services under the Agreement if the Carrier is not part of a Carrier Company.
8.2.3 A Carrier relying on personnel or sub-contractors to perform Deliveries, must request each employee or sub-contractor to create an individual Account.
8.2.4 Customer and Recipients are able to rate individual Carriers based on their Delivery performances. The way the rating system works shall be shared with the Carriers (and the Carrier Company) through the App. Based on rating, Carriers might unlock new features and/or possibilities in the App, such as, but not limited to, the possibility to see and accept future Delivery opportunities sooner than forty-eight (48) hours in advance. A Carrier Rating Policy (containing the rating specifics) shall be shared with the Carrier (Company) through the App.
8.3 Use of the App
8.3.1 SHIPPR grants the Carrier Company and its Carriers a free, personal, limited, non-exclusive, non-assignable and non-transferable right to download, use and access the App.
8.3.2 The Carrier shall be responsible for procuring, maintaining and securing its network connection(s).
8.3.3 In order to use the App (and accept a Delivery), the Carrier must (i) create an Account, which must be connected to a Carrier Company profile; and (ii) accept the Terms. The Carrier can use the App once its Account has been verified and confirmed by SHIPPR.
8.3.4 The Carrier is entitled to use and access the App in accordance with the Acceptable Use Policy and Data Processing Policy for Carriers, and shall use its best endeavours to prevent or terminate any unauthorized access, illegal use and/or incompatible use of the App. If the Carrier (or its Carrier Company) discovers such unauthorized access and/or use, the Carrier (Company) shall notify SHIPPR immediately, which is entitled to take all necessary or useful measures to remedy such access and/or use.
8.3.5 If the Carrier observes any deficiency or problem, the Carrier is obliged to immediately cease the use of the App and make every reasonable effort – or have every reasonably effort made – to prevent any (further) damage.
8.4 Access suspension and restriction to perform Delivery for specific Customer
8.4.1 Shippr may at any time and without prior notice temporarily or permanently deny or suspend the use of the App by the Carrier, if the Carrier:
8.5 Prohibited Deliveries through the App
8.5.1 The App may never be used to organise the transport of persons. This also includes the prohibition on the part of the Carrier to transport the Customer or Recipient together with the Goods.
8.5.2 The App may under no circumstances be used to organise the transport of dangerous goods (as referred to in the regulations applicable to the transport of dangerous goods, including ADR, CMR, IMDG Code) and other goods for which a permit is required.
8.5.3 In particular, it is prohibited to use the App to organize the transportation of the following goods (non-exhaustive list): drugs, narcotics and psychotropic substances; objects, writings or substances in general whose import, export, production, circulation, dissemination, use, possession, sale or transport are prohibited by law; objects which, due to their form, nature or packaging, may represent a danger to persons, or which may damage or soil other packages, the deliverer's equipment or goods (including packages) belonging to third parties; chemicals, explosive, flammable or radioactive materials, infectious substances, solid carbon dioxide (dry ice) or other substances which may constitute a danger; infectious substances, living animals or parasites; objects with markings, pictures, logos,… contrary to public order or morality; weapons, essential components of weapons and ammunition, dummy weapons, knives, swords, daggers, etc., coins, banknotes, gasses under pressure, toxic or corrosive substances, fuels and organic peroxides.
8.5.4 The Carrier has the right to refuse or suspend any Delivery that consists, in the opinion of the Carrier, of a transport of persons or prohibited Goods (cfr. Article 5.2). The Carrier Company bears full liability for the performance of any Deliveries in breach of this Article by the Carrier. The Carrier Company shall indemnify SHIPPR and third parties (including the Customer) against any damage resulting from its Carrier’s non-compliance with this Article 8.5 and the regulations in force, even if the Carrier (Company) has informed SHIPPR of the nature of the nature of the Goods.
8.6 Support and maintenance
In the event the Carrier (Company) needs assistance or has an enquiry with respect to the App, it may contact shippr via the chat in the App, or via phone. SHIPPR strives to assist the Carrier (Company) as soon as reasonably possible.
8.6.1 In the event of problems with the availability of the App, SHIPPR undertakes its best effort to solve such issue as soon as reasonably possible without giving any guarantee. In any case and where appropriate, SHIPPR shall be free to determine what is to be considered an adequate solution in this respect.
8.6.2 SHIPPR performs maintenance activities and implements updates of the App on a regular basis. SHIPPR strives to minimise the impact on the availability of the App by performing the maintenance activities and the updates during the off-peak use moments of the App. SHIPPR however does not exclude any downtime in this respect.
8.6.3 All documentation provided in the App regarding the legislation, regulations, etc. regarding the use of the Goods and/or Services is purely informational.
9 Fee and payment
9.1 The Carrier Company can create invoices in the App based on the completed Deliveries and the related Fees.
9.2 Invoices are generated at the end of each month. SHIPPR shall (automatically) pay the Carrier Company within fifteen (15) days following the invoice date via its payment partner. To that effect, the Carrier Company must create an account at the payment partner and provide a designated bank account and other necessary information. SHIPPR cannot be responsible for late or non-payment if the Carrier Company did not create a proper account with the payment provider or failed to keep the account information up to date.
9.3 The Carrier Company shall subsequently pay its Carriers for the completed Deliveries, in accordance with the terms and conditions agreed between the Carrier Company and the Carrier. Provided that SHIPPR has complied with Article 9.2, SHIPPR cannot be held responsible for late payment of the Carriers by the Carrier Company.
9.4 SHIPPR is at all times entitled to update the Fees for Deliveries on the App. However this shall not affect accepted Deliveries, which shall be performed in accordance with the Fees agreed upon in the App.
9.5 The Fees applicable to a specific Delivery are in the local currency of the country where the Deliveries are performed, and exclude VAT.
10 Responsibility/Liability
10.1 SHIPPR
10.1.1 SHIPPR is only responsible for, to the best of its abilities, connecting a Customer with the Carrier for the Delivery of the Goods, based on and in accordance with the information provided by the Customer and/or the Carrier Criteria, and to provide the Carrier with the information relating to the Delivery through the App as submitted by the Customer.
10.1.2 The liability of SHIPPR shall always be assessed in light of its qualification as a transport broker (cfr**. Article** 2) and the best efforts obligation to which SHIPPR has committed. In the case of inadequate Services, SHIPPR’s liability is limited to the (renewed) performance of the missing or inadequate Services. If the (renewed) provision of the Services is not (or no longer) possible or reasonable, the Carrier is entitled to compensation in lieu of the damage suffered.
10.1.3 The liability of SHIPPR shall in all cases be limited to the Fee of the Delivery. SHIPPR shall in any event not be liable for:
10.2 The Carrier Company
10.2.1 The Carrier Company is directly liable towards the Customer for all rights and obligations related to the Delivery.
10.2.2 The Carrier Company shall indemnify SHIPPR for and hold SHIPPR harmless against all claims from the Customer, the Recipient or other third parties relating to:
10.2.3 The Carrier Company assumes the responsibility for the use of the App by (by its Carrier) (authorized) third parties. Hence, the Carrier Company shall hold SHIPPR harmless against all claims arising from its (Carrier’s) incorrect or unlawful use of the App and/or Services. It shall cover all damages such as compensations or legal costs (including reasonable lawyer’s fees) providing that SHIPPR has informed the Carrier Company immediately of any claim arising in that matter.
11 Force Majeure
11.1 In the event of Force Majeure, each party has the right to temporarily suspend the performance of its obligations without being liable for any damages.
11.2 A situation of Force Majeure that continues beyond three (3) months shall entitle either to terminate the Services with immediate effect by simple written notification, without judicial intervention and without any liability.
12 Confidentiality and non-solicitation
12.1 The parties acknowledge that each party shall remain owner of the confidential information disclosed between the parties and that each party receiving confidential information relating to the other party shall treat such confidential information with utmost secrecy.
12.2 This confidentiality obligation shall, however, in no event imply that SHIPPR shall not be entitled to use and/or commercialise any ideas, input, feedback received from the Carrier (Company), which may serve to improve and/or expand the App and/or the Services.
12.3 Unless with the written consent of SHIPPR, the Carrier Company shall, during the term of using the Services and App and for a period of one (1) year following the termination thereof (for any reason whatsoever), either directly or indirectly:
12.4 Any party breaching the confidentiality or non-solicitation obligation, shall need to pay a fixed compensation of twenty five thousand (€ 25.000,00) Euro, without prejudice of the right of each party to claim a higher compensation for the actual suffered damage, provided that the existence and extent of the damage can be proved.
13 Intellectual property rights
13.1 The Carrier Company shall not use, nor authorize its Carriers to sue SHIPPR’s company name, the names or trademarks of the App and other Services of SHIPPR as part of its or the Carrier’s name or in any manner capable of misrepresenting the relationship between the Carrier Company (including its Carriers) and SHIPPR. The Carrier Company shall not alter, remove or tamper with the brands, trademarks, or other means of identification on the App and/or other SHIPPR Services without the prior written consent of SHIPPR.
13.2 The Carrier Company explicitly acknowledges that SHIPPR shall own and retain all intellectual property rights with respect to the App and possible related Services (including all copies, modifications, extensions and derivative works thereof), such as, but not limited to: rights associated with the dashboards, other authorship rights, design rights, know how, domain names and database rights.
13.3 The Carrier Company explicitly authorizes SHIPPR to use its name and/or project as a reference for publicity purposes, such as by publication on the Website. In this regard, the Carrier Company also authorises SHIPPR to use its name, trademark, logo, etc.
13.4 In case of breach of the obligations in this Article, a lump-sum compensation equal to ten thousand euros (€ 10.000,00) per individual breach is due by the Carrier Company to SHIPPR, without prejudice to the right of SHIPPR to claim full compensation for all damage caused by the breach.
14 Privacy
14.1 SHIPPR as controller
14.1.1 The collection of personal data of the (contact persons at) the (potential) Carrier (Company) shall take place in accordance with the provisions of our Privacy Policy. In such event, we act as controller. This Privacy Policy includes information about the personal data collected by SHIPPR, as well as the manner in which we use and process this personal data for certain purposes. Our Privacy Policy can be consulted (i) when the Carrier (Company) signs up to the App or (ii) on the Website at any time on the following link: https://en.shippr.io/legal/privacy.
14.2 SHIPPR as processor
14.2.1 The Carrier Company acknowledges that – with regard to the processing of all data in the scope of the Recipient and/or in the scope of the Delivery entered and uploaded on the App – the Customer act as the controller, SHIPPR as processor, the Carrier Company as sub-processor of SHIPPR and the Carrier a sub-processor of the Carrier Company. All arrangements made between SHIPPR and the Carrier Company in this respect shall be solely governed by the Data Processing Policy for Carriers. The Carrier Company explicitly acknowledges that by using the Services and App, and entering into an Agreement with SHIPPR, it has read and accepted the Data Processing Policy in its entirety.
15 Changes to the Terms or the App
15.1 SHIPPR reserves the right to change or update the Terms and the composition of the App at any time. New or amended Terms shall apply from the moment the Carrier (Company) takes note of and accepts, through a notification and acceptation in the App, the new terms. In the event the Carrier (Company) has certain questions about the changes made, we invite you to contact us via email (legal@shippr.io).
16 Miscellaneous
16.1 No waiver. the (repeated) non-enforcement of any right by SHIPPR can only be regarded as tolerance with regard to a specific condition and shall not waive our right to invoke this at a later time.
16.2 Divisibility. the invalidity of one or more clauses of the Agreement (even partly), shall not affect the validity of the other clauses and/or the remainder of that clause. In such event, parties undertake to replace it by an equivalent clause and in case of no agreement, the competent court may mitigate the invalid clause to what is (legally) permitted.
16.3 Non-transfer. this Agreement and the rights and obligations ensuing from it for the Carrier Company may not be transferred without our explicit consent. However, we shall have the right to transfer this Agreement and the rights and obligations ensuing from it to a third party.
17 Jurisdiction and applicable law
17.1 Jurisdiction. All disputes arising out or relating to the performance of the Agreement shall be subjected to the exclusive jurisdiction of the competent courts of Brussels, Belgium.
17.2 Applicable Law. The Agreement as well as any agreement between parties, of whatever nature, are governed by and construed in accordance with the laws of Belgium, with exclusion of all conflict of laws rules.
III. Specific terms for special delivery
The following provision shall apply if the Customer requests a Special Delivery through the App / by relying on the on-demand-logistic services of SHIPPR (without prejudice to Part II above).
18 Special delivery
18.1 Identification of the nature of the Goods
18.1.1 The Customer is required to indicate if the Delivery involves the transport of fragile, refrigerated or temperature controlled Goods. It is the Carrier’s responsibility to carefully read the instructions from the Customer in the App (including the Carrier Criteria and delivery briefing) and to check whether its mode of transportation and equipment are suited for the Delivery of such Goods.
18.2 Refusal & suspension
18.2.1 The Carrier has the right to refuse or suspend the Delivery of the Goods in case it discovers, upon arriving at the pick-up address, that the information / Carrier Criteria / delivery briefing provided by the Customer in the App was incorrect or insufficient and, as a result, the equipment of the Carrier and/or level of training of its personnel does not meet the requirements for Special Delivery. In such case, Article 5.2.2 shall apply.
18.2.2 The Carrier (Company) acknowledges that the Customer has the right to refuse or suspend the Delivery of the Goods by in case it determines that the Carrier is not adequately equipped and/or its personnel is not sufficiently trained to perform a Special Delivery in accordance with the Customer’s requirements and relevant laws on (e.g.) food safety, provided that the Customer complied with its information obligation (cfr. Article 18.1).
18.2.3 SHIPPR cannot be held responsible for any damages and costs resulting from the refusal or suspension of the Delivery by the Carrier or the Customer, unless it is established that the Carrier was not provided with the information or Carrier Criteria in that respect due to a technical malfunction or default in the App.
19 Warranties of the Carrier
19.1 The Carrier (Company) acknowledges that the transport of fragile, refrigerated or temperature controlled Goods requires specialized equipment and special care (for instance, in relation to food safety), and therefore shall ensure that (non-exhaustive):
19.2 The Carrier (Company) further acknowledges and accepts that:
20 Liability
20.1 SHIPPR is only responsible for providing the Carrier through the App with the information / requirements (including Carrier Criteria and delivery briefing) submitted by the Customer (i.e. Article 18.1).
20.2 In addition to Article 10.2, the Carrier Company shall be liable for and shall indemnify SHIPPR for and hold SHIPPR harmless against all claims from the Customer, Recipients or other third parties relating to:
