DASC Agreement

Monday, June 17, 2013

Agreement (Effective 4/1/2010)

By checking the box on the online DHL Authorized Shipping Center Application form next to the words “I have read, understood and agree to be bound by the Terms and Conditions for accepting the DHL designation of DHL Authorized Shipping Center and clicking on the “Submit” button, you or the company you represent (“you”, “your” or “Shipper”) agree that the terms and conditions of this Agreement will apply to your new or existing DHL account (the “Account”) with DHL Express (USA), Inc., a Delaware Corporation, with offices at 1200 South Pine Island Road, suite 600, Plantation, Florida 33324 ("DHL") and to the services provided to you by DHL as a DHL Authorized Shipping Center. This agreement is between you and DHL. If you do not agree with all of these terms and conditions, do not use the DHL Account.

B.

Designation

DHL hereby designates Shipper a non-exclusive DHL Authorized Shipping Center under the terms set forth below:

C.

Authorized Shipping Center

Shipper as a DHL Authorized Shipping Center (here in after referred to as “Shipper”) will receive the following benefits, subject to the terms of this Agreement:

As a DHL Authorized Shipping Center, Shipper will receive the following benefits, subject to the terms of this Agreement:

	a.	Shipper will be permitted to advertise Shipper’s status as a DHL Authorized Shipping Center soley by use of the words “DHL Authorized Shipping Center”. No other form of status advertising is permitted unless provided to Shipper by DHL or with prior specific written permission from DHL.
	b.	DHL will provide and license to Shipper for display, DHL Authorized Shipping Center marked advertising literature, and signs, and make available to Shipper from time to time ongoing promotional support for DHL services at our discretion. Shipper agrees to use these materials in a manner consistent with instructions provided by DHL. Shipper acknowledges that this Agreement does not confer upon Shipper any right or authority to use any aspect of DHL’s identity including, but not limited to, any DHL trademark, service mark, promotional material, advertising copy or other material, except as provided to Shipper as part of this promotional support or by prior specific written permission from DHL.
	c.	DHL will include Shipper’s establishment in its Customer Service Telephone Center database available at 1-800-CALL-DHL and Drop-off Locator shown at www.dhl-usa.com, and notify customers of Shipper’s address when they request locations where they can obtain DHL services in Shipper’s local area. DHL reserves the right to determine in its sole and absolute discretion the sequence and method in which Shipper’s business locations will be identified to customers. DHL disclaims any liability for incorrect or unavailable information or failure to provide Shipper’s information.
	d.	All DHL services shall be governed by DHL’s Terms and Conditions and DHL web-based tariffs, as published at www.dhl-usa.com (hereinafter referred to as the “Service Guide”), or contained on any DHL waybill accompanying a shipment then in effect at the time of shipment.
	e.	DHL will extend discounted rates to shipper. Rates and fees in effect will be posted at www.rscentral.org. Rates charged to the end customers are solely at the “Shippers” discretion. Also, DHL retains the right to change its rates and fees at any time.
	f.	DHL will pay Shipper for accepting DHL regular account drop-off letters and packages not being shipped under Shipper’s DHL account number. The fee that will be paid is posted at www.rscentral.org.
	g.	As of the effective date of this Agreement. Shipper will be acknowledged as the DHL customer and will have the service guarantees and refund/cancellation policies as stated in the DHL Service Guide located at www.dhl-usa.com.

Shipper understands and agrees that Shipper’s continued status as a DHL Authorized Shipping Center depends on Shipper’s:

Maintaining Shipper’s primary business providing packaging and shipping services to the general public.

Accepting DHL regular account drop-off letters and packages not being shipped under Shipper’s DHL account number at no charge to Shipper’s customer unless additional packaging is required.

Offers DHL services to general public.

Must maintain a minimum monthly average transportation sales revenue of $100.

Shipper further understands and agrees that DHL reserves the right in its sole and absolute discretion to make exceptions to these terms and conditions.

Shipper agrees to pay invoices in compliance with DHL’s fifteen (15) day payment. This requirement applies to all invoicing methods. Payment shall be for the full amount due for each invoice. Shipper’s payment status must be current at all times. DHL reserves the right to suspend credit and/or terminate this Agreement in the event of non-compliance.

All delivery services provided by DHL pursuant to this Agreement are provided to Shipper, and not to Shipper’s customer. DHL will deal directly only with Shipper in all matters concerning its delivery service provided to Shipper under Shipper’s assigned shipper number.

No DHL contact information, telephone numbers, addresses, etc., should appear on any receipt given by Shipper to Shipper’s customer.

Shipper may not list Shipper as “DHL Authorized Shipping Center” or otherwise refer to “DHL” in white pages telephone directory listings. Shipper may use the term “DHL Authorized Shipping Center” or artwork provided to Shipper by DHL for this purpose in yellow pages telephone directory listings, but only to describe Shipper’s status. Wording regarding DHL must be smaller than Shipper’s store or business name in such advertising.

Shipper will not accept for shipment any articles that are unacceptable for transportation as defined in the DHL Terms and Conditions as published at www.dhl-usa.com, including hazardous materials, dangerous goods, animals, bullion, currency, bearer form negotiable instruments, precious metals and stones, firearms and ammunition, pornography, and illegal narcotics..

Shipper agrees to supply DHL with electronic package level detail and packaging labeling in a form acceptable to DHL for every package tendered by Shipper to DHL. Package level detail shall include, but is not limited to: consignee’s full name, complete delivery address, telephone number including area code, package weight and zone, service type, and package tracking number. Package labeling shall include, but is not limited to: tracking number bar code, DHL Routing Code, and appropriate service type. All packages tendered by Shipper to DHL will be processed using a DHL certified Point of Sale (POS) system or a DHL Online Compatible shipping system.

Shipper agree to indemnify and hold harmless DHL against any claims, demands, damages or judgments arising from injury to persons or property on or about Shipper’s premises. Shipper agrees to indemnify and hold harmless DHL for any loss or damage arising from shipments shipped via Shipper’s shipper number containing unacceptable articles as set forth in paragraph 7 above, where Shipper failed to take reasonable measures to reject such shipments and/or where Shipper knew or should have known that any such shipment contained unacceptable articles.

10.

Shipper agrees not to sell, assign, or otherwise transfer Shipper’s DHL shipper number without prior written authorization of DHL.

11.

DHL amendments to this Agreement shall be effective five (5) days after DHL sends such amendment notice to Shipper via email and posted at www.rscentral.org. In the event Shipper fails to meet any of the terms of this Agreement, this Agreement can be terminated on five (5) days’ notice. Either party, for any reason, can terminate this Agreement on ten (10) days’ notice.

12.

This Agreement is the entire agreement between the parties and supersedes any oral or written understandings and prior agreements, including any prior DHL Authorized Shipping Center Agreement.

13.

DHL and Shipper agree to implement reasonable security measures to protect against the use of their respective facilities, information and computers by unauthorized persons or parties.

14.

Shipments requiring special handling or service (e.g., Restricted Articles) may not be tendered under this Agreement. DHL shall not be liable for failure to observe special handling instructions.

15.

DHL shall not be liable in any event for any special incidental, indirect or consequential damages, including but not limited to loss of profits or loss of income, whether or not carrier had knowledge that such damages might be incurred.

16.

This Agreement, and any and all disputes arising out of or relating to this Agreement, or the subject matter, enforceability or breach thereof, shall be governed and construed under the laws of the United States and the State of Florida, without application of any conflicts of laws principles. Each party agrees to submit to personal jurisdiction of the state or federal courts in Broward County, Florida.

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