TradeSocial is changing the landscape of international trade, empowering producers with accessible pathways to global markets, making sure every trade story has an audience.
Terms and Conditions
This Master Services Agreement (the “Agreement”) is entered into by and between TRDSOCIAL FZCO, a company incorporated under the laws of the Dubai Silicon Oasis Authority, United Arab Emirates, and trading as “TRADESOCIAL” (“TRADESOCIAL” or the “Company”), and the user of the TRADESOCIAL platform, websites, tools, and services (the “User”).
This Agreement governs the User’s access to and use of all TRADESOCIAL platforms, sites, and services (collectively, the “TRADESOCIAL Services”). The TRADESOCIAL Services, corporate websites, and related tools are collectively referred to as the “TRADESOCIAL Site.”
This Agreement was last updated on September 12, 2025, and shall be effective as of the date on which the User accepts its terms by creating an account, purchasing a subscription, or otherwise using any TRADESOCIAL Service (the “Effective Date”).
In this Agreement, TRADESOCIAL and the User may be referred to individually as a “Party” and collectively as the “Parties”.
RECITALS
A. WHEREAS, TRADESOCIAL is engaged in the business of e-commerce and software trading;
B. WHEREAS, the purpose of this Agreement is to set forth the terms and conditions governing the User’s access to and use of the TRADESOCIAL products and services, whether pursuant to a paid subscription or a free trial;
NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:
1. Acknowledgment and Interpretation
1.1 By accessing or using the TRADESOCIAL Services, as defined in the clauses below, the User acknowledges that it has fully read, understood, and agrees to be bound by:
(a) this Agreement;
(b) each applicable service supplement; and
(c) all other referenced schedules, exhibits, attachments, or related terms incorporated herein by reference.
1.2 If acceptance of this Agreement is made on behalf of a company or other legal entity, the individual providing such acceptance represents and warrants that they possess the full legal authority to bind that company or entity to the terms of this Agreement.
1.3 This Agreement shall be read together with, and in conjunction with, the applicable TRADESOCIAL policies, procedures, or other agreements, all of which collectively constitute the complete and exclusive understanding between the Parties with respect to the subject matter hereof.
1.4 In the event of any inconsistency or conflict between the provisions of this Agreement and any other agreement, contract, or document executed between TRADESOCIAL and the User—including any work order or service order—the terms of this Agreement shall prevail, unless otherwise expressly agreed in writing by the Parties.
2. Acceptance of Agreement
2.1 The User shall be deemed to have accepted and agreed to be bound by the terms of this Agreement upon the earliest occurrence of any of the following:
(a) creating a TRADESOCIAL account;
(b) purchasing a service subscription or commencing use of a free trial;
(c) accessing or using any TRADESOCIAL Service; or
(d) executing a separate order form or agreement that expressly references this Agreement.
2.2 Amendments and Modifications:
TRADESOCIAL may, at its sole discretion and from time to time, amend or modify the terms of this Agreement to reflect changes in its business, services, or applicable laws and industry practices. Any such amendments shall be communicated to the User by:
(a) posting the updated Agreement on the TRADESOCIAL website or mobile application;
(b) displaying a notice of modification within the TRADESOCIAL platform; or
(c) any other reasonable means of communication.
The User is responsible for reviewing the Agreement periodically, including at the beginning of each calendar quarter, to remain informed of any updates.
If the User does not agree to any amended terms, written notice of non-acceptance shall be provided to TRADESOCIAL within that calendar quarter. Continued use of the TRADESOCIAL Services after such notice period shall constitute binding acceptance of the revised Agreement.
If the User declines to be bound by the modified Agreement, the User shall remain subject to any continuing obligations under the prior version applicable to services previously contracted, but shall no longer be entitled to use the TRADESOCIAL platform or Services thereafter.
2.3 Modification or Discontinuation of Services:
TRADESOCIAL reserves the right, at its sole discretion, to modify, suspend, or discontinue any part of its Services at any time, provided that such actions are undertaken in good faith and in alignment with its continuous efforts to enhance service quality.
2.4 User-Requested Changes:
TRADESOCIAL may, at its sole discretion, accept or reject any modification or customization requests made by the User. Approval of such requests shall depend on their feasibility and benefit to the User.
Any custom development or enhancement undertaken pursuant to a User request may be subject to additional charges, unless otherwise agreed in writing.
All intellectual property rights in and to any new developments, modifications, or enhancements shall vest exclusively in TRADESOCIAL, which may, at its discretion, offer such developments to other TRADESOCIAL users, even where one User has contributed to the associated development costs, unless otherwise expressly agreed in writing by the Parties.
3. Scope of Services
3.1 TRADESOCIAL provides its Services either directly or through authorized third-party vendors and partners (each a “Seller”, and collectively, the “Sellers”).
These offerings may include, without limitation, digital solutions such as quotation comparison and online sales facilitation for Sellers, as well as the coordination and facilitation of shipment transportation and related logistics services through the TRADESOCIAL platform, external vendor integrations, or digital channels, including application programming interfaces (“APIs”).
3.2 TRADESOCIAL operates solely as a facilitation platform connecting Buyers and Sellers. In this capacity, TRADESOCIAL may assist with shipment coordination, communication with Sellers, and payment processing on behalf of Sellers. All commercial transactions between Buyers and Sellers are concluded through the TRADESOCIAL platform.
The Buyer acknowledges and agrees that TRADESOCIAL personnel may access Buyer-related information and data, including but not limited to, quotation requests, bookings, shipments, shipping documents, shipment communications, shipment milestones, and payment details, for the legitimate purposes of administering and improving the TRADESOCIAL Services.
3.3 Services for Sellers
3.3.1 For the purposes of this Agreement, a Seller is any company or entity that provides, offers to sell, or sells freight or related services (including, without limitation, carriers, brokers, Non-Vessel Operating Common Carriers (NVOCCs), freight forwarders, insurance brokers, or customs brokers) through the TRADESOCIAL platform, or that authorizes TRADESOCIAL to display or offer its rates to Buyers.
Notwithstanding anything to the contrary, TRADESOCIAL itself is not a Seller and shall have no contractual privity or liability under any agreement between a Buyer and a Seller.
TRADESOCIAL’s facilitation for Sellers may include:
(a) managing rate and service listings;
(b) marketing and promoting Seller services on the platform;
(c) enabling order placement and price calculations; and
(d) acting as a limited collection agent for Seller payments.
3.3.2 Users may utilize one or more TRADESOCIAL Services as defined in this Agreement. Certain provisions of this Agreement may apply specifically to certain categories of Users (for example, Buyers or Sellers), as clearly identified in the relevant sections. Where no distinction is expressly made, all provisions of this Agreement shall apply equally to all Users.
4. Registration
4.1 Accounts and Users:
(a) To access or use the TRADESOCIAL platform and the TRADESOCIAL Services, each User must complete the registration process and create an account (the “Account”).
(b) Registration may be completed through the TRADESOCIAL website or the TRADESOCIAL mobile application. The User shall ensure that all information provided during registration and thereafter is true, complete, accurate, and kept up to date at all times.
(c) The User is solely responsible for maintaining the confidentiality of its login credentials and shall not disclose its username or password to any third party. The User shall immediately notify TRADESOCIAL of any actual or suspected unauthorized access to or use of the Account.
(d) The User shall be responsible for all activities conducted through the Account, whether or not such activities were authorized by the User.
4.2 Business Accounts:
(a) Where the User is a business entity, it may create a “Business Account” to organize multiple individual Accounts belonging to its employees and/or independent contractors who provide services on its behalf.
(b) Each individual must maintain a separate User Account, which may be linked to the Business Account. Certain individuals may be designated as “Business Account Administrators.”
(c) Business Account Administrators are authorized to create, manage, and deactivate additional User Accounts within the Business Account and to grant access rights to designated “Authorized Users.”
(d) The business User shall be responsible for ensuring the security of each Authorized User’s Account and for preventing the sharing or misuse of login credentials. The business User shall remain liable for any and all actions taken under its Business Account and any linked User Accounts, whether authorized or unauthorized.
5. Standards of Service
5.1 General Standard of Service
(a) Except as otherwise expressly agreed in writing with the User or as otherwise provided in this Agreement, TRADESOCIAL shall ensure that the nature, quality, and standard of care applicable to the procurement of logistics services and/or any other services rendered under this Agreement shall be substantially consistent with the standards generally applied by TRADESOCIAL from time to time to its own subsidiaries and affiliates, and in no event lower than the standard of service currently provided to the User.
(b) TRADESOCIAL shall act in good faith and cooperate with the User to tailor operational processes—including, but not limited to, inbound shipping procedures—taking into consideration reasonable recommendations or process improvements proposed by the User, where commercially and operationally feasible.
(c) Except as otherwise provided in this Agreement, the Parties acknowledge and agree that all management, supervision, and control over the performance and delivery of logistics or other related services—including, without limitation, the allocation or designation of assets, personnel, systems, and other resources used in connection therewith—shall rest solely with TRADESOCIAL.
(d) All employment, labor, or human resources matters relating to any personnel of TRADESOCIAL (including those of its affiliates, subcontractors, or related entities engaged in the performance of such services) shall remain within the exclusive control of TRADESOCIAL. The User shall not issue instructions to, or otherwise interfere with, TRADESOCIAL’s personnel or employment-related decisions in any manner.
5.2 Reporting, Auditing
(a) TRADESOCIAL shall act in good faith to ensure that the User has appropriate access to TRADESOCIAL reports and records relating to the User’s activities conducted through the TRADESOCIAL platform. The User acknowledges its responsibility to proactively manage its business operations, including but not limited to inbound logistics, customs clearance, distribution center activities, and outbound shipments, in alignment with TRADESOCIAL’s reporting framework.
(b) During the term of this Agreement, and not more than once per calendar year (unless otherwise warranted under this Clause), TRADESOCIAL shall have the right to audit the User’s relevant policies, procedures, and records to verify compliance with the terms of this Agreement.
(c) Notwithstanding the foregoing, TRADESOCIAL may conduct an audit at any time in the following circumstances:
i. where an audit is required by governmental, regulatory, or supervisory authorities;
ii. where there are reasonable grounds to investigate potential misappropriation, fraud, or business irregularities of a criminal or unethical nature; or
iii. where TRADESOCIAL reasonably determines that an audit is necessary to address a material operational issue, risk, or threat affecting its business continuity or reputation.
(d) In the event that an audit reveals any payment discrepancy, the Party in whose favor the discrepancy was identified shall reimburse the other Party for the amount of such error. TRADESOCIAL shall bear the cost of conducting the audit unless the audit discloses payment discrepancies in TRADESOCIAL’s favor amounting to five percent (5%) or more of the total Seller Fees or amounts paid by the User under this Agreement. In such case, the User shall be liable to reimburse TRADESOCIAL for all reasonable audit costs and related expenses.
6. Buying on TRADESOCIAL Platform
6.1 Buying Freight and/or Cargo Insurance Services:
The Users can use the TRADESOCIAL Platform to look for and evaluate the Sellers and to request and manage the various price quotes and related terms required for obtaining the freight, cargo insurance, and/or other services. If the User is using the TRADESOCIAL platform as a Buyer, then the User is required to pay for using the TRADESOCIAL Services along with freight, cargo insurance, and other services that the User purchases from a Seller. In addition to the above, according to the payment method chosen by the user, the charges concerning the payment processing fees (“Processing Fees”) shall be made applicable as and when required.
6.3 TRADESOCIAL is not the Seller:
(a) The Buyer acknowledges and agrees that all access to and use of the TRADESOCIAL platform shall be undertaken at the Buyer’s sole risk. Buyers are encouraged to conduct their own due diligence on any Seller with whom they choose to engage.
(b) TRADESOCIAL’s role is limited to providing an online marketplace and facilitation platform through which Buyers may obtain quotations from Sellers and participate in electronic bidding or reverse-auction processes for freight and cargo-insurance services. In no event shall TRADESOCIAL be deemed to act as, or be construed as, a Seller of any freight, logistics, or cargo-insurance services.
(c) TRADESOCIAL may, at the Buyer’s option, facilitate access to freight and cargo-insurance offerings; however, any such insurance is provided by independent third-party Sellers, and TRADESOCIAL assumes no underwriting or carrier obligations in connection therewith.
(d) Sellers are independent contractors and are not agents, employees, or representatives of TRADESOCIAL. TRADESOCIAL does not supervise, direct, or control a Seller’s performance of freight or related services and does not endorse, warrant, or guarantee that any Seller will meet the Buyer’s expectations or achieve particular service levels.
(e) TRADESOCIAL has no obligation to conduct background checks or due-diligence investigations on any Seller, except on a discretionary basis. While TRADESOCIAL may, from time to time, publish Seller reviews or ratings for informational purposes, it makes no representation or warranty as to the accuracy, reliability, or completeness of such reviews, and Buyers are cautioned that user-generated reviews may be subjective or misleading.
(f) TRADESOCIAL’s liability in connection with any transaction between a Buyer and a Seller shall be limited to its role as a collection agent on behalf of the Seller. In that capacity, TRADESOCIAL is authorized to collect payments due from Buyers for freight, cargo-insurance, or related services. If a Buyer fails to make payment when due, the Seller and/or TRADESOCIAL acting as its agent shall be entitled to withhold or detain the release of any cargo shipped under the TRADESOCIAL platform until full payment of the outstanding freight or service charges has been received.
6.4 Dispute with Sellers:
(a) The Buyer, by using the TRADESOCIAL platform, agrees to make every reasonable effort to resolve any concerns, issues, or disputes directly with the relevant Seller in relation to any order placed through the platform.
(b) For this purpose, Buyers may utilize the in-built communication channels available within the TRADESOCIAL platform or communicate directly with the Seller.
(c) If the Buyer is unable to resolve a matter directly with the Seller, the Buyer may submit a formal written complaint to TRADESOCIAL through the designated platform channel. Upon receipt, TRADESOCIAL may, at its sole discretion, choose to review or forward the matter to the relevant Seller or third party for further handling. TRADESOCIAL’s involvement, if any, shall be limited to a facilitative or administrative role only, and shall not be construed as an assumption of liability or responsibility for resolving the dispute.
(d) The Buyer acknowledges and agrees that any legal rights, remedies, or claims arising from or relating to the acts, omissions, or conduct of Sellers or any other third parties shall be pursued solely against such Sellers or third parties, as applicable.
(e) TRADESOCIAL shall have no obligation, liability, or responsibility to intervene, mediate, or provide any legal or financial remedy in connection with any such acts, omissions, or disputes between the Buyer and any Seller or third party.
6.5 Buyer Payment Terms:
(a) TRADESOCIAL as Payment Agent
TRADESOCIAL acts solely as a limited payment agent of the Seller (also referred to as an “agent of the payee”) for the purpose of collecting payments from the Buyer in respect of freight and any ancillary services purchased through the TRADESOCIAL platform. At its sole discretion, TRADESOCIAL may, in relation to a specific order, instruct the Buyer to make payment directly to the Seller. Notwithstanding such instruction, any order placed through the TRADESOCIAL platform shall remain an order facilitated under this Agreement. TRADESOCIAL shall maintain its own policies and procedures governing payment terms applicable to each order, which shall be communicated to the Buyer at the time of order placement and may be supplemented by additional guidelines published from time to time in the Seller’s Standard Operating Procedures (SOP) or the Buyer’s Terms and Conditions.
(b) Quotes and Charges
The Buyer agrees to pay all amounts stated in the applicable Quote, together with any other amounts owed to the Seller in connection with an order, including but not limited to Accessorial Charges—that is, additional fees or service charges incurred due to unforeseen delays, waiting time, or additional services required by the carrier to complete the delivery (“Accessorial Charges”). The Buyer shall provide all documentation reasonably requested by the Seller for the performance of the order and shall ensure the accuracy and timely submission of such documentation.
While TRADESOCIAL shall use reasonable efforts to ensure that Quotes displayed on the platform are accurate and inclusive of foreseeable charges, Buyers acknowledge that the final amount payable may vary in accordance with the Seller’s specific terms and conditions, including those related to Accessorial Charges.
(c) Insurance, Customs, and Additional Costs
Unless expressly stated otherwise, the following are not included in a freight Quote:
(i) freight or cargo insurance;
(ii) costs relating to value-added services; and
(iii) customs brokerage fees, import duties, or other governmental charges.
The Buyer shall be solely responsible for the payment of all such costs, duties, and taxes as required by the relevant authorities. Value-added tax (VAT) or sales tax (if applicable) shall be included in the fee breakdown only where specifically indicated in the order summary.
(d) Changes to Payment Policies
TRADESOCIAL reserves the right, at its sole discretion and without prior notice, to modify or update its payment policies and procedures at any time. TRADESOCIAL may, at its discretion, offer Buyers alternative payment methods or limited credit facilities to permit deferred payment.
Where payment is made via third-party payment gateways, credit/debit cards, or through any extended credit facility, TRADESOCIAL reserves the right to impose additional processing or administrative fees, which the Buyer agrees to pay directly to TRADESOCIAL as specified in the applicable invoice or payment instructions.
(e) Limitation of TRADESOCIAL’s Role
TRADESOCIAL’s role as payment agent is limited to the collection and remittance of funds on behalf of the Seller. TRADESOCIAL does not act as a financial institution, escrow agent, or guarantor of any payments owed by the Buyer to the Seller, and assumes no liability for any failure by the Buyer or Seller to complete a transaction.
7. Selling on TRADESOCIAL Platform
7.1 Selling Freight Services
a. Where You Can Sell: The User, acting as a Seller of freight or any other services, shall use its own Account to manage and control those services that are actively offered to Buyers through the TRADESOCIAL Network.
b. Representations: By using the TRADESOCIAL platform, the Seller represents and warrants that it possesses all required licenses, permits, knowledge, and experience necessary to lawfully offer freight services and/or cargo insurance.
c. Pricing and Compliance: The Seller shall provide TRADESOCIAL with an updated pricing list and any information about the Seller’s company or shipments reasonably required for compliance with applicable laws and regulations. Prices for transactions shall be as per the Seller’s current pricing list, and TRADESOCIAL shall not be liable for any inaccurate or outdated pricing information. If the Seller fails to provide updated data, TRADESOCIAL reserves the right to suspend the Seller’s access to the TRADESOCIAL Platform until such information is corrected.
d. Reselling: Businesses that operate as both Buyers and Sellers (e.g., freight forwarders) may configure the TRADESOCIAL Platform to search for available Quotes, apply mark-ups, and use those Quotes to create offers for sale (“Reselling”). In such cases, TRADESOCIAL acts solely as a limited payment agent of the TRADESOCIAL Seller, except for electronic bidding (eBid) transactions where the Buyer and Seller may agree to settle payments directly. TRADESOCIAL is not and shall not be considered a party to any reselling arrangement between a reseller and its Buyer.
7.2 Services provided by TRADESOCIAL to the Sellers.
TRADESOCIAL will provide the following services:
a. Seller Fees: Sellers may subscribe to various digital solutions within the TRADESOCIAL ecosystem to offer their services to Buyers. Based on the advanced features selected, TRADESOCIAL and the Seller shall agree on applicable order fees for such services (“Success Fees”), which the Seller shall pay to TRADESOCIAL upon successful order placement through the platform. TRADESOCIAL reserves the right to revise Seller Fees from time to time, with advance notice to the Seller prior to implementation.
b. Billing and Payment of Seller Fees: TRADESOCIAL will invoice Seller Fees monthly. Subject to any credit period agreed with the Seller, TRADESOCIAL may deduct invoiced Seller Fees from other payments due to the Seller. Where country-specific restrictions prohibit set-off or netting, the Seller shall pay the invoiced Fees directly in accordance with the agreed credit terms.
c. Promotion and Documentation: Depending on the configuration selected, TRADESOCIAL may promote the Seller’s freight services on the platform and facilitate communication or document exchange between Seller and Buyer. TRADESOCIAL may provide general guidance on standard shipping or related documents for certain trade lanes; however, it is the sole responsibility of the Buyer and Seller to determine and exchange all documentation required for shipment execution and customs clearance at origin and/or destination. The Seller must ensure timely dispatch of all original documents required for customs clearance.
d. TRADESOCIAL’s liability is limited to acting as a collection agent for Sellers that have opted for payment collection through the platform. The Seller authorizes TRADESOCIAL to collect payments due from Buyers on its behalf and acknowledges that, once payment is collected, no further claim shall exist against the Buyer for that shipment or payment. To assist with collection, the Seller agrees, upon TRADESOCIAL’s request, to withhold or delay release of cargo to a Buyer that has not yet fulfilled its payment obligations.
e. Tax Responsibility: The Seller is solely responsible for determining and complying with the correct VAT, sales tax, or other tax obligations related to its invoices for freight or other services. TRADESOCIAL bears no responsibility for the Seller’s tax calculations or filings.
7.3 Sub-Agent: The Seller authorizes TRADESOCIAL to appoint sub-agents or affiliates to market and promote freight-service quotes or related offerings generated on the platform in order to increase customer reach. Such appointments shall not create any direct contractual relationship between the Seller and those sub-agents or affiliates.
7.4 Endorsements
(a) TRADESOCIAL does not endorse any Buyer or Seller and is not responsible for conducting background checks on Users of the platform.
(b) TRADESOCIAL reserves the right, at its discretion, to carry out background checks. Users shall cooperate fully and provide all requested information accurately and promptly.
(c) A Seller’s access to and use of TRADESOCIAL and the Services is entirely at its own risk. TRADESOCIAL encourages Sellers to perform their own due diligence on any Buyer with whom they engage, exercising the same prudence as in ordinary commercial dealings.
(d) The Seller is not an agent, employee, or affiliate of TRADESOCIAL, and TRADESOCIAL does not supervise, direct, or control the Seller’s performance of freight services. Background checks, if any, are conducted solely at TRADESOCIAL’s discretion.
(e) Disputes with Buyers: By using the platform, the Seller agrees to attempt to resolve any disputes directly with the Buyer in relation to transactions entered into on the TRADESOCIAL platform.
(f) The Seller acknowledges that any legal remedy or claim arising from acts or omissions of Buyers or other third parties shall be directed solely against those Buyers or third parties. TRADESOCIAL shall have no obligation or liability to provide any legal remedy in connection with such acts or omissions.
8. Transfer and Access to Information
8.1 Users shall access and use TRADESOCIAL systems solely for the purpose of performing or receiving Services under this Agreement and shall not access or attempt to access any intranet, computer system, file, software, or service other than those required for such purpose. Users shall strictly comply with all TRADESOCIAL security rules, protocols, and procedures governing access to its computer systems. All user identification numbers, passwords, and any information obtained by Users as a result of their access to and use of TRADESOCIAL systems shall be deemed TRADESOCIAL Proprietary Information and treated accordingly.
8.2 Confidential Treatment of Information:
8.2.1 The User shall treat as confidential all non-public, proprietary, or sensitive information obtained through access to or use of the TRADESOCIAL Platform, systems, or data (collectively, “Confidential Information”).
8.2.2 The User shall protect such information with the same degree of care as it uses to protect its own confidential information of a similar nature, but in no event with less than a reasonable standard of care.
8.2.3 The User shall not disclose or use any Confidential Information for any purpose other than the proper performance of its obligations under this Agreement and shall ensure that its employees, agents, and contractors comply with these confidentiality obligations.
Confidential Information shall not be copied, transferred, or otherwise made available to any third party without TRADESOCIAL’s prior written consent, except where disclosure is required by law and, in such case, only to the minimum extent necessary.
8.2.4 The User shall cooperate fully with TRADESOCIAL in investigating any actual, suspected, or apparent unauthorized access to, disclosure of, or misuse of any TRADESOCIAL system, data, or Confidential Information, and shall immediately notify TRADESOCIAL of any such incident upon becoming aware of it.
8.2.5 All data and information accessed through the TRADESOCIAL Platform, including personal data, shall be handled in compliance with applicable data-protection laws, including UAE Federal Decree-Law No. 45 of 2021 and, where applicable, the EU GDPR.
The User acknowledges that all intellectual-property rights, including trademarks, copyrights, software, and proprietary know-how relating to the TRADESOCIAL Platform, are and shall remain the sole property of TRADESOCIAL, and the User shall not copy, reproduce, distribute, or otherwise exploit any such material except as expressly authorized in writing by TRADESOCIAL.
8.2.6 These confidentiality and data-protection obligations shall survive termination or expiry of this Agreement.
8.3 Unacceptable Use: The user agrees not to do any of the following in connection with the use of the TRADESOCIAL Services:
a. Post, upload, publish, submit, or transmit any Content that: (i) infringes, misappropriates, or violates a third party’s Intellectual Property Rights or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any person or entity, or (vii) promotes illegal or harmful activities or substances.
b. Use, display, mirror, or frame the TRADESOCIAL platform or any individual element within TRADESOCIAL, TRADESOCIAL name, any TRADESOCIAL trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, unless expressly allowed under the terms of this Agreement.
c. Access, tamper with or use non-public areas of the TRADESOCIAL Platform or TRADESOCIAL computer systems.
d. Attempt to probe, scan or test the vulnerability of any TRADESOCIAL system or network or breach any security or authentication measures.
e. Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by TRADESOCIAL or any of TRADESOCIAL providers or any other third party (including another user) to protect TRADESOCIAL or TRADESOCIAL Content.
f. Attempt to access, search, or download TRADESOCIAL or TRADESOCIAL Content, using any engine, software, tool, agent, device, or mechanism (including spiders, robots, crawlers, data mining tools, or the like) other than the software and/or search agents provided by TRADESOCIAL or other generally available third-party web browsers.
g. Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters, or other forms of solicitation.
h. Interfere with, or attempt to interfere with, the access of any user, host, or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail bombing TRADESOCIAL.
i. Collect or store any personally identifiable information from TRADESOCIAL or regarding other users of the TRADESOCIAL Services without their express permission.
j. Impersonate or misrepresent your affiliation with any person or entity.
k. Violate any applicable law or regulation; or
l. Encourage or enable any other individual to do any of the foregoing.
8.4 Enforcement Rights:
TRADESOCIAL reserves the right to monitor and audit access to, and use of, the TRADESOCIAL Platform to ensure compliance with this Agreement and to improve security and user experience.
TRADESOCIAL may review, remove, or disable access to any content or Account at any time and without notice if it reasonably determines that such content or Account violates this Agreement or is otherwise objectionable.
TRADESOCIAL has the authority to investigate violations of this Agreement, cooperate with law enforcement authorities, and pursue legal remedies against Users who engage in unlawful conduct.
The User acknowledges that TRADESOCIAL may engage third parties, including collection agents, to assist in enforcing the provisions of this Agreement.
8.5 Compliance with Laws: The User shall comply with all applicable laws, rules, and regulations in the performance of this Agreement, including, without limitation, laws relating to sanctions, anti-corruption, anti-money laundering, data protection, and taxation.
8.6 Importer and Exporter of Record:
8.6.1 The User acknowledges and agrees that TRADESOCIAL does not act, and shall not be deemed to act, as the Importer of Record (“IOR”) or Exporter of Record (“EOR”) in connection with any shipment, order, or transaction facilitated through the TRADESOCIAL Platform.
8.6.2 The User shall be solely responsible for ensuring that all goods, cargo, or materials imported into or exported from any jurisdiction under this Agreement are properly declared, documented, and cleared in full compliance with all applicable customs laws, trade regulations, and governmental requirements.
8.6.3 Where required by law, the User (whether acting as Buyer, Seller, or other participant in the transaction) shall designate itself or an authorized third party as the Importer or Exporter of Record. TRADESOCIAL shall have no obligation to act in such capacity, nor shall it be responsible for obtaining, maintaining, or submitting any licenses, permits, certificates of origin, or customs documentation relating to such imports or exports.
8.6.4 The User shall indemnify, defend, and hold harmless TRADESOCIAL, its affiliates, officers, employees, and agents from and against any and all losses, penalties, fines, liabilities, or expenses (including reasonable legal fees) arising out of or in connection with:
(i) the User’s failure to comply with applicable customs or trade regulations;
(ii) any incorrect or incomplete documentation submitted by or on behalf of the User; or
(iii) any claim, investigation, or enforcement action arising from the User’s role as Importer or Exporter of Record.
8.6.5 For avoidance of doubt, TRADESOCIAL’s facilitation of freight bookings, quotations, or shipment coordination through its platform shall not be construed as acceptance of any legal or operational responsibility as Importer or Exporter of Record in any jurisdiction.
9. Limitation of Liability
Except as otherwise expressly stated in this Agreement, TRADESOCIAL’s total cumulative liability arising out of or in connection with this Agreement, whether in contract, tort (including negligence), or otherwise, shall not exceed the total amount of service fees actually received by TRADESOCIAL from the User during the twelve (12) months immediately preceding the event giving rise to such liability.
In no event shall TRADESOCIAL be liable for any indirect, incidental, consequential, special, or punitive damages, including but not limited to loss of profits, loss of business, loss of data, or business interruption, even if TRADESOCIAL has been advised of the possibility of such damages.
10. Indemnification
(a) The User shall indemnify, defend, and hold harmless TRADESOCIAL, its affiliates, officers, employees, agents, and subcontractors from and against all claims, losses, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of or in connection with:
(i) any breach of this Agreement or violation of applicable law by the User;
(ii) any negligent or wrongful act or omission by the User or its personnel;
(iii) any claim by a third party (including Buyers or Sellers) relating to transactions or services facilitated through the TRADESOCIAL Platform; or
(iv) any failure by the User to pay taxes, duties, or governmental charges properly due.
(b) TRADESOCIAL shall promptly notify the User of any such claim and may, at its discretion, participate in the defense of such claim at the User’s expense.
12. No Agency or Partnership
Nothing in this Agreement shall be construed as creating a relationship of employer and employee, principal and agent, joint venture, or partnership between TRADESOCIAL and any User.
Each Party acts as an independent contractor, and neither shall have authority to make or enter into any commitments or obligations on behalf of the other.
13. Compliance and Sanctions
Each User represents and warrants that it shall comply at all times with all applicable laws, regulations, and international trade restrictions, including but not limited to: anti-money laundering (AML) and counter-terrorist financing laws; anti-bribery and anti-corruption laws (including the UK Bribery Act and U.S. FCPA); and economic or trade sanctions administered by the UAE, UN, OFAC, or other relevant authority.
TRADESOCIAL reserves the right to suspend or terminate access to the Platform immediately if it determines, in its sole discretion, that a User’s activities may breach applicable compliance or sanctions laws.
14. Suspension and Termination
(a) Suspension. TRADESOCIAL may, at its discretion, suspend or restrict a User’s access to the Platform immediately in the event of:
(i) suspected breach of this Agreement or applicable law;
(ii) non-payment of any amount due; or
(iii) conduct likely to harm TRADESOCIAL’s systems, reputation, or other users.
(b) Termination. Either Party may terminate this Agreement by written notice if the other Party materially breaches its obligations and fails to remedy such breach within fifteen (15) days of receiving written notice.
(c) Effect of Termination. Upon termination, all outstanding fees and obligations owed to TRADESOCIAL shall become immediately due and payable.
The User’s right to use the Platform shall cease, but all clauses which by their nature should survive termination shall remain in effect, including limitation of liability, indemnity, confidentiality, and intellectual property.
15. Governing Law and Dispute Resolution
This Agreement and any non-contractual obligations arising out of or in connection with it shall be governed by and construed in accordance with the laws of the Dubai International Financial Centre (DIFC Law).
Any dispute arising out of or in connection with this Agreement shall be referred to and finally resolved by arbitration under the Rules of the Dubai International Arbitration Centre (DIAC). The seat of arbitration shall be the DIFC, Dubai, United Arab Emirates, and the language of arbitration shall be English.
The arbitral award shall be final and binding on the Parties, and judgment upon the award may be entered in any court of competent jurisdiction.
16. Force Majeure
TRADESOCIAL shall not be liable for any delay or failure to perform its obligations under this Agreement due to events beyond its reasonable control, including acts of God, war, terrorism, labor disputes, pandemics, or governmental actions (“Force Majeure Event”).
A Force Majeure Event shall not relieve the User of its payment or confidentiality obligations. TRADESOCIAL shall use reasonable efforts to mitigate the impact of any such event and may, at its discretion, suspend or terminate affected Services without liability if the event continues for more than sixty (60) days.
17. Entire Agreement and Severability
This Agreement, together with all referenced schedules, appendices, and policies, constitutes the entire understanding between the Parties and supersedes all prior or contemporaneous agreements, discussions, or representations. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.
18. Disclaimer of Warranties
The TRADESOCIAL Platform and Services are provided on an “as is” and “as available” basis without any warranties or guarantees of any kind, whether express, implied, statutory, or otherwise. TRADESOCIAL disclaims all implied warranties, including those of merchantability, fitness for a particular purpose, accuracy, or uninterrupted availability.
19. User Responsibility and Assumption of Risk
The User acknowledges that all access to and use of the TRADESOCIAL Platform and Services are undertaken at the User’s sole risk.
TRADESOCIAL does not verify or guarantee the legality, accuracy, or reliability of any Buyer, Seller, or transaction.
The User is solely responsible for conducting its own due diligence and assumes full responsibility for any transaction entered into through the Platform.
20. Electronic Communications and Acceptance
The User consents to receive all notices, communications, and updates from TRADESOCIAL electronically. Creation of an Account, clicking “accept,” or continued use of the Platform constitutes the User’s valid acceptance of this Agreement and any future amendments.
21. Third-Party Services Disclaimer
The TRADESOCIAL Platform may contain links to, or integrate with, third-party services, applications, or payment gateways. TRADESOCIAL has no control over, and assumes no liability for, the accuracy, performance, or security of such third-party services. Use of any third-party service shall be governed exclusively by the terms of the relevant third-party provider.
22. Cumulative Remedies and No Waiver
All rights and remedies of TRADESOCIAL under this Agreement are cumulative and may be exercised concurrently or separately. No failure or delay by TRADESOCIAL in exercising any right or remedy shall operate as a waiver thereof or preclude any other or further exercise of such right or remedy.
23. Governing Version
TRADESOCIAL may update or amend this Agreement from time to time. The latest version published on the TRADESOCIAL Platform shall supersede all prior versions. Continued use of the Platform or Services following publication of an updated version constitutes the User’s binding acceptance of the revised terms.
24. Survival and Interpretation
All provisions of this Agreement that by their nature are intended to survive termination, including limitation of liability, indemnity, confidentiality, intellectual property, compliance, and governing law, shall remain in effect after termination.
Headings are for convenience only and shall not affect interpretation.
References to the singular include the plural and vice versa, and “including” shall mean “including without limitation.”
Terms and Conditions for SaaS Platform
1. Acceptance of Terms
By accessing, installing, or using our platform ("Platform"), you agree to these Terms and Conditions ("Terms"). If you do not agree, you must immediately cease use of the Platform. These Terms constitute a binding legal agreement between you and TRDSOCIAL FZCO, Trading as TRDSOCIAL (“TRDSOCIAL” or “the Company”).
2. Service Description
We provide a proprietary, cloud-based Software-as-a-Service (“SaaS”) platform that facilitates logistics and freight aggregation, warehousing, or related digital service. The Platform, including all software, its underlying ideas, algorithms, design, and features, constitute the exclusive intellectual property of TRDSOCIAL.
3. User Obligations
- You shall use the Platform solely for lawful and authorized purposes and in accordance with these Terms.
- You shall not attempt to copy, reverse engineer, decompile, modify, or create derivative works based on the Platform.
- You shall not use the Platform for any unlawful, harmful, or unauthorized activities.
- You shall comply at all times with applicable data protection, export control, and trade compliance laws when using the Platform.
4. Account Security and Confidentiality
- You are responsible for maintaining the confidentiality of login credentials.
- You agree to immediately notify us of any unauthorized access, breach, or suspected compromise of your account.
- You acknowledge that your account details are proprietary and confidential, and you shall not share login information with any third party without prior written consent from TRDSOCIAL.
5. Intellectual Property and Proprietary Rights
- All rights, including patents, copyrights, trademarks, and trade secrets, in the Platform, its code, algorithms, design, features, and documentation, are and shall remain the exclusive property of TRDSOCIAL or its licensors.
- You are granted a limited, non-exclusive, non-transferable, and revocable license to use the Platform under these Terms.
- You agree not to reproduce, distribute, sell, or transfer any part of the Platform or its documentation without prior written consent.
6. Protection of Ideas and Solution
- You acknowledge that the Platform and its underlying technology, ideas, processes, and solutions are highly valuable intellectual property.
- You shall not attempt to reverse engineer, decipher, or replicate any proprietary aspects of the Platform.
- The Platform’s architecture, algorithms, and any enhancements are confidential and proprietary. You shall not share, publish, or disclose any part of the Platform's core solutions.
7. Confidentiality
- Both parties agree to keep confidential all proprietary information, trade secrets, and technical data related to the Platform.
- These obligations shall survive termination of this agreement for a period of 3 years.
8. Restrictions and Prohibitions
- You shall not copy, modify, distribute, or create derivative works based on the Platform without prior written approval.
- You shall not decompile, disassemble, or reverse engineer any part of the Platform.
- You shall not use the Platform to create competing products, services, or solutions.
- You shall not use the Platform in violation of applicable export, sanctions, or customs laws.
9. Liability and Limitation of Liability
- The Platform is provided "as is" and "as available." We do not warrant that the Platform will be error-free, uninterrupted, or secure.
- To the maximum extent permitted by law, TRDSOCIAL and its affiliates shall not be liable for any damages, direct or indirect, arising from use, misuse, or inability to use the Platform, including loss of profits, data, or business opportunities.
- TRDSOCIAL’s total aggregate liability shall not exceed the total fees paid by you for use of the Platform during the twelve (12) months preceding the event giving rise to the claim.
10. Indemnification
You agree to indemnify, defend, and hold harmless TRDSOCIAL, its affiliates, employees, officers, and licensors from and against any claims, damages, liabilities, costs, or expenses arising from your misuse of the Platform, violation of these Terms, or infringement of third-party rights.
11. Termination
- We may terminate or suspend your access immediately if you breach these Terms or engage in misuse.
- Upon termination, your license to use the Platform ceases, and you shall cease all use of proprietary materials.
- The obligation to pay outstanding fees and confidentiality survives termination.
- All accrued payment obligations and confidentiality undertakings shall survive termination.
12. Ownership and Non-Compete
- You acknowledge the proprietary nature of the Platform and that no transfer of ownership occurs, only a license.
- You shall not develop, assist in the development of, or help others create any competing software, platform, or service based on the core ideas or functionalities of our solution, during and for a period of three (3) years following termination.
13. Modifications
- We may update or modify these Terms at any time with prior notice.
- Continued use of the Platform after modifications constitutes acceptance of the updated Terms.
14. Governing Law and Dispute Resolution
These Terms shall be governed by and construed in accordance with the laws of the Dubai International Financial Centre (DIFC). Any dispute arising out of or in connection with these Terms shall be referred to and finally resolved by arbitration under the Rules of the Dubai International Arbitration Centre (DIAC). The seat of arbitration shall be the DIFC, Dubai, United Arab Emirates, and the language of arbitration shall be English. The arbitral award shall be final and binding on the parties.
Acknowledgment and Acceptance of Terms and Conditions
By accessing, browsing, or using this platform, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions in their entirety. You confirm that you have had the opportunity to review all provisions, policies, and legal notices associated with this platform. You agree that your use of the platform constitutes your full acceptance of all terms and conditions, including any updates or modifications made from time to time.
Furthermore, you agree that you will not claim ignorance, omission, or lack of knowledge of these terms as a defense or reason to contest any disputes, claims, or liabilities arising from or related to your use of the platform. If you do not agree to these terms, you should stop using the platform immediately.
This acknowledgment is an integral and binding part of your contractual agreement with TRDSOCIAL, and your continued access or use constitutes your explicit consent, understanding, and acceptance of all provisions contained herein.
General Terms & Conditions:
By requesting or accepting goods or services from TradeSocial, the Customer agrees to the following terms and conditions of service (“Terms and Conditions”).
1. Definitions and Rules of Construction:
“TradeSocial” refers to TradeSocial Inc., TRDSOCIAL FZCO and TRDSOCIAL Holding Limited, and any of their respective subsidiaries, affiliates, successors, or assigns.
“Customer” means any person or entity for whom, for whose benefit, or at whose request, TradeSocial provides services, including agents, contractors, shippers, consignees or other representatives. The Customer shall ensure that these Terms and Conditions are communicated to and binding upon all relevant parties acting on its behalf.
“Person” includes an individual, partnership, corporation, government, or any other legal entity.
2. Role of TradeSocial:
TradeSocial acts solely as an independent contractor and facilitator except to the extent it operates as a service provider under a separate written agreement. Nothing in these Terms shall be construed as creating a partnership, joint venture, or agency relationship between TradeSocial and the Customer.
3. Customs and Compliance:
Customers are responsible for ensuring all documents and information provided to TradeSocial are accurate and complete. TradeSocial is not liable for delays or penalties arising from incomplete or inaccurate compliance documentation. The platform and its agents shall not be held responsible for any costs, delays, or damages caused by customs or government authorities during inspection or clearance processes. Any delays or actions taken by customs or authorities are at their sole discretion and beyond the control of the platform. Additionally, once cargo has been opened and inspected by customs or other governmental agencies, all risk, responsibility, and liability in respect of the cargo shall rest solely with the shipper, consignee, or owner of the goods. TradeSocial explicitly disclaims any liability arising from such inspections or actions. Customers shall indemnify and hold harmless TradeSocial from any claims, penalties, or expenses arising from non-compliance with customs, import/export, or sanctions regulations.
4. Liability Limitations:
TradeSocial is not liable for any indirect, incidental, or consequential, special, or punitive damages arising from or in connection with its services, whether based in contract, tort, or otherwise. Liability, if any, shall be strictly limited to the amount of service fees actually paid to TradeSocial for the specific transaction giving rise to the claim.
5. Insurance and Indemnification:
Unless agreed otherwise, TradeSocial is not required to provide insurance and is indemnified against claims arising from services unless caused by gross negligence.
6. Digital and Data Responsibility:
TradeSocial ensures high levels of data security and customer confidentiality in compliance with UAE Federal Decree-Law No. 45 of 2021 on Data Protection and applicable international data security standards. However, TradeSocial shall not be liable for any loss, breach, or disclosure of data resulting from factors beyond its reasonable control, including third-party or cyber incidents.
7. Service Adjustments and Changes:
TradeSocial reserves the right to modify or amend these Terms and the scope of its services from time to time. Such changes shall take effect upon publication on the TradeSocial website or platform. The Customer’s continued use of the Platform or acceptance of services after such publication constitutes binding acceptance of the updated Terms. These terms are intended to ensure a clear and transparent understanding between TradeSocial and its Customers, promoting lawful, responsible, and secure international trade practices.
8. SCOPE
These Terms of Service (“Terms of Service”), as set out herein, are binding on the users (who shall hereinafter be referred to as “you”, “your”, “yourselves”, “Customer”, as applicable) who use the online platform (“Platform”) developed by TradeSocial, a company registered under the laws of the United Arab Emirates and having its registered office at “Al Khatem Tower, ADGM Square, Al Maryah Island, Abu Dhabi, United Arab Emirates" (hereinafter referred to as "TradeSocial"/“We”/“Us”/“Our”) to facilitate your freight processing.
1.1 You acknowledge and agree that by using the TradeSocial platform, You have agreed to be bound by these terms and conditions and any additional terms that apply. In the event that a Customer executes a terms of service with us separately, the same shall supersede these Terms of Service.
1.2 These Terms of Service shall be read along with the relevant SAAS Service Order Form (which shall refer to the new order form executed by you, separately with us).
1.3 This document describes and governs your usage of the Platform made available through the website at www.tradesocial.tech. The annexures form an integral part of this document including for the professional services that we may render to you (Annexure B).
1.4 Please note that TradeSocial reserves the right to revise the content of these Terms of Service at any time by posting an update to this page. Your continued use of the Platform following the posting of changes to the Terms of Service will mean you accept those changes. If you do not agree with any of the terms, you must not continue to use the Platform. TradeSocial reserves the right, in its sole discretion, to determine if you have violated the Terms of Service and to take any action it deems appropriate. You acknowledge that TradeSocial shall have the right to terminate your access to the Platform for violations of any of these rules, including repeat infringement of copyrights.
2. DEFINITIONS
For the purposes of these Terms of Service, the following terms shall have the meanings defined below:
2.1 “Applicable Laws” shall mean all applicable statutes, enactments laws, ordinances, judgment, orders, directives, rules and regulations, by-laws, notifications, guidelines and policies of any Authority, as may be in force and effect during the subsistence of these Terms of Service which shall be applicable to your business and the outsourcing of our Services, including but not limited to, any license, permit or other governmental Authorization, in each case as in effect from time to time;
2.2 “Authority” shall mean any national, supernational, regional or local government or governmental, administrative, fiscal, judicial, or government-owned body, department, commission, authority, tribunal, agency, or entity;
2.3 “Authorization” shall mean any consent, registration, filing, agreement, notarization, certificate, license, approval, permit, authority, or exemption from, by or with any Authority, whether given by express action or deemed given by failure to act within any specified time period;
2.4 “Information” shall mean any information, whether oral, graphic, electronic and written or in any other form, including:
1. Forms, memoranda, letters, specifications, processes, procedures, statements, formulae, technology, inventions, trade secrets, research, and development information, know-how, designs, plans, photographs, microfiche, business records, notes, accounting procedures or financial information, sales and marketing information, names and details of your company, suppliers and agents, employee details, reports, drawings and data; and
2. Copies and extracts made of or from that information and data, whether translated from the original form, recompiled, partially copied, modified, updated, or otherwise altered;
2.5 “Intellectual Property” shall, unless otherwise agreed to in these Terms of Service, mean patents, trademarks, service marks, trade names and copyrights, and applications, licenses and rights with respect to the foregoing, and all trade secrets, including know-how, inventions, designs, processes, works of authorship, manuals, documentation, computer programs, and technical data and information;
2.6 “Confidential Information” shall mean the terms of these Terms of Service and its subject matter and all information belonging to, or relating to, or provided by a Party to these Terms of Service, whether oral, graphic, electronic, written, or in any other form, but excluding any Information which was in the public domain at the time of disclosure, other than by reason of a breach of these Terms of Service or that is in fact, or should reasonably be regarded as, confidential to the party to whom it belongs or relates, that may be communicated between the Parties whether in written, electronic or other forms;
2.7 “Services” shall mean the services to be provided by us to you in accordance with these Terms of Service, SAAS Service Order Form and any annexures circulated to You vide emails; and
2.8. “Software” shall mean the Software used by TradeSocial in the provision of the Services under these Terms of Service, whether owned or developed by TradeSocial or licensed to TradeSocial.
Warehouse Receipt Terms & Conditions
1. Liability and Responsibility Disclaimer for Warehousing Services:
TradeSocial provides a platform to connect users with third-party warehousing providers and logistics service providers. While we make every reasonable effort to ensure that our partnering warehousing facilities and service providers operate in compliance with all applicable laws, regulations, and industry standards, TradeSocial functions solely as an intermediary and facilitator of warehousing and storage services.
2. Independent Service Providers:
TradeSocial provides a digital platform that connects users with independent, third-party warehousing and logistics providers (“Warehouse Providers”). While TradeSocial endeavors to ensure that its partner facilities comply with applicable laws and standards, TradeSocial acts solely as an intermediary and facilitator, not as a warehouse operator. Warehouse Providers are independent contractors operating under their own licenses, permits, insurance, and internal procedures. TradeSocial does not own, control, or manage any warehousing facility, nor does it assume any responsibility for the Provider’s conduct, compliance, or operations. No agency, joint venture, or employment relationship is created between TradeSocial and any Warehouse Provider.
3. No Liability for Warehouse Provider Actions:
All agreements, contracts, and dealings related to warehousing and storage are strictly between the user and the warehousing provider. TradeSocial shall not be held responsible or liable for any damages, losses, delays, misdelivery, theft, or deterioration, contamination, or shortage of goods, whether arising from the acts, omissions, negligence, default, or insolvency of any warehousing provider or third-party service provider. TradeSocial’s liability, if any, shall in no case exceed the fees paid for the specific warehousing facilitation service.
4. Risk Assumption and Indemnity:
By using our platform, you acknowledge and agree that:
- Your contractual relationship is solely with the warehousing provider;
- You assume all risks related to the storage, handling, security, and condition of stored goods;
- You will indemnify, defend, and hold harmless TradeSocial, its affiliates, officers, employees, and agents from any claims, damages, liabilities, or expenses arising out of or related to your use of the warehousing services, including but not limited to claims for damages, loss, theft, or injury caused by or attributable to the warehousing provider. This indemnity shall survive termination or expiry of these Terms.
5. Limitation of Liability:
To the maximum extent permitted by law, TradeSocial expressly disclaims all warranties, representations, and liabilities, whether expressed or implied, including but not limited to any implied warranties of merchantability, fitness for a particular purpose, or non-infringement. In no event shall TradeSocial be liable for consequential, incidental, indirect, special, punitive, or exemplary damages, even if advised of the possibility of such damages.
6. No Guarantee of Service or Condition:
TradeSocial does not guarantee the quality, security, safety, or condition of any warehousing service. The platform is provided “as is” and “as available,” and we expressly disclaim any warranties regarding uninterrupted or error-free operation.
7. Legal Compliance:
While we strive to promote lawful practices among our warehouse partners, it is the responsibility of the warehousing providers and users to comply with all applicable laws, including customs, safety, and environmental regulations. TradeSocial shall not be liable for any violation of law or regulation by any Warehouse Provider or Customer.
8. Governing Law and Dispute Resolution
These Terms shall be governed by and construed in accordance with the laws of the Dubai International Financial Centre (DIFC). Any dispute arising out of or in connection with these Terms shall be referred to and finally resolved by arbitration under the Rules of the Dubai International Arbitration Centre (DIAC). The seat of arbitration shall be the DIFC, Dubai, United Arab Emirates, and the language of arbitration shall be English. The arbitral award shall be final and binding upon the Parties.
Warehouse Commercial Terms & Conditions
The following terms and conditions (“Terms and Conditions”) shall only apply if TradeSocial (as described below in the definition of “Warehouse”) executes a written agreement to act as a warehouse pursuant to these Terms and Conditions in Europe, Africa and Asia. In the absence of such a written agreement, any storage or handling of a third-party’s property shall be incidental to TRADESOCIAL services as either a carrier or a freight intermediary, and TRADESOCIAL duties and obligations regarding such property shall be governed by the terms and conditions applicable to transportation services being provided by TradeSocial as either a carrier or freight intermediary.
For clarity and priority, where these Terms conflict with any other document, these Terms shall prevail for warehousing services unless expressly overridden in a signed agreement.
TradeSocial may from time to time change these Terms and Conditions. Any changes are effective immediately upon publication on our website at www.tradesocial.tech/terms&conditions or upon written notice to Depositor, where required by law.
1. DEFINITIONS:
“Warehouse” means TRDSOCIAL FZCO and its subsidiaries, related companies, agents, or representatives (collectively, “Warehouse”). “Depositor” means the shipper, consignee, owner of the Goods or its agents, including, without limitation, motor carriers, drayage companies, forwarders, brokers, and/or any entity that places or maintains a chassis/trailer pool at any of the Warehouse’s facilities. “Equipment” means any chassis, container, trailer, or tractor. “Goods” means the merchandise, cargo, or freight that the Depositor tenders for storage, set forth on the front page of this Warehouse receipt. “Yard Storage” means the placement of containers or trailers, with or without tractors, empty or loaded, secured or unsecured, in the yard of the Warehouse for the benefit of the Depositor and/or the Depositor’s Goods. “Contract” means this Warehouse Receipt Terms and Conditions of Contract.
Business Day” means a day other than a Saturday, Sunday or public holiday at the place of storage.
2. ACCEPTANCE:
(a) This Contract, including accessorial charges that may be attached hereto, must be accepted within 30 days from the proposal date by signature of Depositor. In the absence of written acceptance, the act of tendering the Goods described herein for storage or other services to Warehouse, within 30 days of proposal date shall constitute acceptance by Depositor. Depositor has had the opportunity to review and inspect the warehouse facility (“Facility”).
(b) In the event that Goods tendered for storage or other services do not conform to the description contained herein, or conforming Goods are tendered after 30 days from the proposal date without prior written acceptance by Depositor as provided in paragraph (a) of this section, Warehouse may refuse to accept such Goods. If Warehouse accepts such Goods, Depositor agrees to rates and charges as may be assigned and invoiced by Warehouse and to all terms of this Contract.
(c) Any Goods accepted by Warehouse shall constitute Goods under this Contract.
(d) This Contract may be cancelled by either party upon 30 days written notice and is canceled if no storage or other services are performed under this Contract for a period of 90 days. Cancellation does not affect accrued charges or Warehouse’s lien.
3. SHIPPING:
The Depositor shall not designate the Warehouse to be the consignee for any Goods under any bill of lading, waybill, air waybill, or any other transportation contract, receipt, or delivery document. If, in violation of the terms of this Warehouse receipt, Goods arrive at the Warehouse and it is the named consignee, the Depositor agrees to notify the carrier in writing prior to such shipment, with copy of such notice to the Warehouse, that the Warehouse is in fact a Warehouse that has no beneficial title or interest in such Goods and the Depositor further agrees to indemnify and hold harmless the Warehouse from any and all claims for unpaid transportation charges, including, without limitation, undercharges, demurrage, detention, or charges of any nature, that arise out of or are in any way connected to the Goods.
The Depositor further agrees that if it fails to notify the carrier as the preceding sentence requires, the Warehouse shall have the right to refuse such Goods and it shall not be liable or responsible for any loss, injury, or damage that arises out of or is in any way connected to such Goods. Depositor remains responsible for any attendant costs, delays, or penalties.
4. TENDER FOR STORAGE:
All Goods shall be delivered at the Facility properly marked and packaged for storage and handling. The Depositor shall furnish at or prior to such delivery, a manifest showing marks, brands, or sizes to be kept and accounted for separately, and the class of storage and other services desired. Depositor warrants Goods are lawful, safe to store, and compliant with all applicable laws and sanctions.
5. STORAGE PERIOD AND CHARGES:
(a) Unless otherwise agreed in writing, all charges for storage are per package or other agreed unit per month.
(b) The storage month begins on the date that Warehouse accepts care, custody and control of the Goods, regardless of unloading date or date of issue of warehouse receipt.
(c) Except as provided in paragraph (d) of this section, irrespective of and for any free time that may apply to the initial storage period a full month’s storage charge will apply on all Goods received between the first and the 15th, inclusive, of a calendar month; one-half month’s storage charge will apply on all Goods received between the 16th and the last day, inclusive, of a calendar month, and a full month’s storage charge will apply to all Goods in storage on the first day of the next and succeeding calendar months. All storage charges are due and payable on the first day of storage for the initial month and thereafter on the first day of the calendar month.
(e) When mutually agreed in writing by TradeSocial and the Depositor or in the event the Goods remain in storage in absence of agreement, a storage period shall extend from a date or time in one storage period to, but not including, the same date or time of the next and all succeeding storage periods at agreed rates. Except as expressly agreed between TradeSocial and Depositor in writing, neither the existence of these Terms and Conditions nor Warehouse’s acceptance of Goods means Warehouse accepts such Goods for a definite or indefinite time; and where Warehouse accepts Goods for an agreed storage period, such acceptance does not mean Warehouse accepts such Goods for any subsequent storage period. Interest at 1.5% per month (or the maximum permitted by law, if lower) accrues on overdue storage charges.
6. TRANSFER, TERMINATION OF STORAGE, REMOVAL OF GOODS:
(a) Instructions to transfer Goods on the books of the Warehouse are not effective until delivered to and accepted by Warehouse, and all charges up to the time transfer is made are chargeable to the Depositor. If a transfer involves rehandling the Goods, such will be subject to a charge. When Goods in storage are transferred from one party to another through issuance of a new warehouse receipt, a new storage date is established on the date of transfer.
(b) The Warehouse reserves the right to move, at its expense, 14 days after notice is sent by certified mail or overnight delivery to the Depositor, any Goods in storage from the Facility in which they may be stored to any other of Warehouse’s Facilities. Warehouse will store the Goods at, and may without notice move the Goods within and between, any one or more of the warehouse buildings which comprise the Facility identified on the front of this Contract.
(c) The Warehouse may, upon written notice of not less than 30 days to the Depositor and any other person known by the Warehouse to claim an interest in the Goods, require the removal of any Goods. Such notice shall be given to the last known place of business of the person to be notified. If Goods are not removed before the end of the notice period, the Warehouse may sell them in accordance with applicable law.
(d) If Warehouse in good faith believes that the Goods are about to deteriorate or decline in value to less than the amount of Warehouse’s lien before the end of the 30-day notice period referred to in Section 5(c), the Warehouse may specify in the notification any reasonable shorter time for removal of the Goods and if the Goods are not removed, may sell them at public sale held one week after a single advertisement or posting as provided by law.
(e) If as a result of a quality or condition of the Goods of which the Warehouse had no notice at the time of deposit the Goods are a hazard to other property or to the Facility or to persons, the Warehouse may sell the Goods at public or private sale without advertisement on reasonable notification to all persons known to claim an interest in the Goods. If the Warehouse after a reasonable effort is unable to sell the Goods it may dispose of them in any lawful manner and shall incur no liability by reason of such disposition. Pending such disposition, sale or return of the Goods, the Warehouse may remove the Goods from the Facility and shall incur no liability by reason of such removal. THE GOODS COVERED BY THIS RECEIPT HAVE NOT BEEN INSURED BY THE WAREHOUSE FOR THE BENEFIT OF THE DEPOSITOR AGAINST FIRE OR ANY OTHER CASUALTY. PROCUREMENT OF SUCH INSURANCE IS THE SOLE RESPONSIBILITY OF THE DEPOSITOR, AT THE DEPOSITOR’S SOLE DISCRETION AND EXPENSE. Depositor authorizes Warehouse to act reasonably to mitigate risks; costs of mitigation are for Depositor’s account.
7. HANDLING:
(a) The handling charge covers the ordinary labor involved in receiving Goods at warehouse door, placing Goods in storage, and returning Goods to warehouse door. Handling charges are due and payable on receipt of Goods.
(b) Unless otherwise agreed in writing, labor for unloading and loading Goods will be subject to a charge. Additional expenses incurred by the Warehouse in receiving and handling damaged Goods, and additional expense in unloading from or loading into cars or other vehicles not at warehouse door will be charged to the Depositor.
(c) Labor and materials used in loading rail cars or other vehicles are chargeable to the Depositor.
(d) When Goods are ordered out in quantities less than in which received, the Warehouse may make an additional charge for each order or each item of an order.
(e) The Warehouse shall not be liable for any demurrage or detention, any delays in unloading inbound cars, trailers or other containers, or any delays in obtaining and loading cars, trailers or other containers for outbound shipment unless Warehouse has failed to exercise reasonable care. Depositor remains liable for all carrier charges.
8. DELIVERY REQUIREMENTS:
(a) No Goods shall be delivered or transferred except upon receipt by the Warehouse of Depositor’s complete written instructions. Written instructions shall include, but are not limited to, FAX, EDI, E-Mail or similar communication, provided Warehouse has no liability when relying on the information contained in the communication as received. Goods may be delivered upon instruction by telephone in accordance with Depositor’s prior written authorization, but the Warehouse shall not be responsible for loss or error occasioned thereby.
(b) When Goods are ordered out a reasonable time shall be given the Warehouse to carry out instructions, and if it is unable because of acts of God, war, public enemies, seizure under legal process, strikes, lockouts, riots or civil commotions, or any reason beyond the Warehouse’s control, or because of loss of or damage to Goods for which Warehouse is not liable, or because of any other excuse provided by law, the Warehouse shall not be liable for failure to carry out such instructions and Goods remaining in storage will continue to be subject to regular storage charges. Warehouse may prioritize safety and regulatory compliance.
9. FULFILLMENT SERVICES:
(a) Fulfillment Services shall be defined as receiving, processing, and delivering orders to Depositor’s end customers on behalf of Depositor and in consideration for additional payment.
(b) Warehouse shall incur no liability for lost or damaged goods. Warehouse’s liability for lost or damaged goods shall terminate as soon as the goods are recorded as being in the possession of a third party service provider as instructed by Depositor. Third-party terms shall apply thereafter.
(c) Warehouse may issue an invoice to Depositor separately for Fulfillment Services and Warehouse Services.
10. EXTRA SERVICES:
(a) Warehouse labor required for services other than ordinary handling and storage will be charged to the Depositor.
(b) Special services requested by Depositor including but not limited to compiling of special stock statements; reporting marked weights, serial numbers or other data from packages; physical check of Goods; and handling transit billing will be subject to a charge.
(c) Dunnage, bracing, packing materials or other special supplies, may be provided for the Depositor at a charge in addition to the Warehouse’s cost.
(d) By prior arrangement, Goods may be received or delivered during other than usual business hours, subject to a charge.
(e) Communication expense including postage, overnight delivery, or telephone may be charged to the Depositor if such concern is more than normal inventory reporting.
11. BONDED WAREHOUSING:
(a) A charge in addition to regular rates will be made for storage of non customs-cleared Goods.
(b) Where a warehouse receipt covers Goods under Customs Supervision, Warehouse shall have no liability for Goods seized or removed by customs authority. Depositor is responsible for all duties, fines and penalties.
12. MINIMUM CHARGES:
(a) A minimum handling charge per lot and a minimum storage charge per lot per month will be made. When a warehouse receipt covers more than one lot or when a lot is in assortment, a minimum charge per mark, brand, or variety will be made.
(b) A minimum monthly charge to one account for storage and/or handling will be made. This charge will apply also to each account when one customer has several accounts, each requiring separate records and billing.
13. LIABILITY AND LIMITATION OF DAMAGES:
(a) Warehouse shall not be liable for any loss or damage to Goods tendered, stored or handled however caused unless such loss or damage resulted from the failure by Warehouse to exercise such care in regard to them as a reasonably careful person would exercise under like circumstances and Warehouse is not liable for damages which could not have been avoided by the exercise of such care.
(b) Liability of the Warehouse shall in all cases not exceed 5,000 USD per occurrence or series of occurrences with one and the same cause of damage, and in no event exceed the fees paid to Warehouse for the specific service giving rise to the claim, recommended to apply for cargo insurance through Tradesocial insurance partners.
(c) In case of claims for loss or damage to the goods the liability shall be limited to (i) invoice value of the Goods, to be proved by Depositor or (ii) to 2 USD per kilo gross weight of damaged or devalued Goods, not exceeding 5,000 USD per year per account regardless of the number of claims, whichever is lesser.
(d) Where loss or damage occurs to tendered, stored or handled Goods, for which Warehouse is not liable, the Depositor shall be responsible for the cost of removing and disposing of such Goods and the cost of any environmental cleanup and site remediation resulting from the loss or damage to the Goods. No liability for indirect, special or consequential loss including loss of profit, market or business.
14. TIME BAR NOTICE OF CLAIM/FILING OF SUIT:
(a) Claims by the Depositor and all other persons must be presented in writing to the Warehouse within a reasonable time, and in no event any later than the earlier of:
(i) 5 days after delivery of the Goods by the Warehouse or
(ii) 3 working days after Depositor is notified by the Warehouse that loss or damage to part or all of the Goods has occurred.
(b) No lawsuit or other action may be maintained by the Depositor or others against the Warehouse for loss or damage to the Goods unless timely written claim has been given as provided in paragraph (a) of this section and unless such lawsuit or other action is commenced by no later than the earlier of:
(i) one months after date of delivery by Warehouse or
(ii) one months after Depositor is notified that loss or damage to part or all of the Goods has occurred.
(c) When Goods have not been delivered, notice may be given of known loss or damage to the Goods by mailing of a letter via certified mail or overnight delivery to the Depositor. Time limitations for presentation of claim in writing and maintaining of action after notice begin on the date of mailing of such notice by Warehouse. These time bars are a condition precedent to liability.
15. NO LIABILITY FOR CONSEQUENTIAL DAMAGES:
Warehouse shall not be liable for any loss of profit or for any special, indirect, or consequential damages of any kind whatsoever.
16. LIABILITY FOR MIS-SHIPMENT:
If Warehouse negligently misships Goods, the Warehouse shall pay the reasonable transportation charges incurred to return the misshipped Goods to the Facility, not exceeding 5,000 USD. If the consignee fails to return the Goods, Warehouse’s maximum liability shall be for the lost or damaged Goods, and Warehouse shall have no liability for damages due to the consignee’s acceptance or use of the Goods whether such Goods be those of the Depositor or another. Mitigation efforts by Depositor are required.
17. MYSTERIOUS DISAPPEARANCE:
Warehouse shall be liable for loss of Goods due to inventory shortage or unexplained or mysterious disappearance of Goods only if Depositor establishes such loss occurred because of Warehouse’s failure to exercise the care required of Warehouse. Any presumption of conversion imposed by law shall not apply to such loss and a claim by Depositor of conversion must be established by affirmative evidence that the Warehouse converted the Goods to the Warehouse’s own use.
18. RIGHT TO STORE GOODS:
Depositor represents and warrants that Depositor is lawfully possessed of the Goods and has the right and authority to store them with Warehouse. Depositor agrees to indemnify and hold harmless the Warehouse from all loss, cost and expense (including reasonable attorneys’ fees) which Warehouse pays or incurs as a result of any dispute or litigation, whether instituted by Warehouse or others, respecting Depositor’s right, title or interest in the Goods. Such amounts shall be charges in relation to the Goods and subject to Warehouse’s lien.
19. ACCURATE INFORMATION:
Depositor will provide Warehouse with information concerning the Goods, which is accurate, complete and sufficient to allow Warehouse to comply with all laws and regulations concerning the storage, handling and transporting of the Goods. Depositor will indemnify and hold Warehouse harmless from all loss, cost, penalty and expense (including reasonable attorneys’ fees) which Warehouse pays or incurs as a result of Depositor failing to fully discharge this obligation. This includes customs, sanctions and export control information.
20. SEVERABILITY AND WAIVER:
(a) If any provision of this Contract or any application thereof, should be construed or held to be void, invalid or unenforceable, by order, decree or judgment of a court of competent jurisdiction, the remaining provisions of this Contract shall not be affected thereby but shall remain in full force and effect.
(b) Warehouse’s failure to require strict compliance with any provision of this Contract shall not constitute a waiver or estoppel to later demand strict compliance with that or any other provision(s) of this Contract.
(c) The provisions of this Contract shall be binding upon the heirs, executors, successors and assigns of both Depositor and Warehouse; contain the sole agreement governing Goods tendered to the Warehouse; and, cannot be modified except by a writing signed by Warehouse and Depositor. No course of dealing or trade usage shall modify this Contract.
21. GENERAL AND SPECIFIC LIEN:
The Warehouse claims a right to retention, general and specific lien for all lawful charges for storage and preservation of the Goods and/or Equipment, and also, for money the Warehouse has advanced, interest, insurance, transportation, labor, weighing, coopering, and other charges and expenses in relation to such Goods, and for the balance on any other accounts that may be due. Warehouse further claims a general warehouse lien for all such charges, advances and expenses with respect to any other Goods stored by the Depositor in any other facility owned or operated by Warehouse.
The Warehouse shall regard anyone who, on behalf of the Depositor, entrusts Goods to the Warehouse for performing Services, as the Depositor's agent for creating a lien on those Goods. In order to protect its lien, Warehouse reserves the right to require advance payment of all charges prior to shipment of Goods. The Warehouse reserves the right to exercise its lien rights under the terms of any applicable law and/or agreement between the Depositor and the Warehouse. Depositor agrees that Warehouse’s general lien shall survive delivery. Warehouse may sell Goods to satisfy its lien after reasonable notice as required by law.
22. YARD STORAGE:
The Warehouse shall have no liability for any requested Yard Storage of containers or trailers, whether loaded or empty, secured or unsecured. Depositor understands that these containers will be stored in open air and will be subject to all possible weather conditions. All Yard Storage is at Depositor’s sole risk.
23. FORCE MAJEURE:
In the event of riot, war, rebellion, fire, flood, act of God, terrorism, epidemic, act of governmental authorities or any other cause beyond the control of the Warehouse which renders it impossible for the Warehouse to uphold any term herein, the Warehouse shall not be liable for any such non-compliance caused thereby during the continuance of the Force Majeure. All additional costs caused by Force Majeure, such as storage charges, warehouse or yard rental, demurrage and standing fees, insurance, removal, etc., shall be borne by the Depositor and shall be paid to the Warehouse at the latter's first request. Warehouse shall use commercially reasonable efforts to mitigate and resume performance.
24. GOVERNING LAW:
These Terms and Conditions of Contract shall be interpreted in accordance with and governed in all respects by the laws of the country of storage. Notwithstanding the foregoing, where services are administered from Dubai, UAE, the governing law shall be the laws of the Dubai International Financial Centre (DIFC) and any dispute, controversy, or claim arising out of or in connection with these Terms and Conditions, including any question regarding its existence, validity, interpretation, or termination, shall be referred to and finally resolved by arbitration under the Rules of the Dubai International Arbitration Centre (DIAC), which rules are deemed to be incorporated by reference into this clause. The seat of arbitration shall be the DIFC, Dubai, United Arab Emirates, and the language of the arbitration shall be English. The arbitral award shall be final and binding upon the parties, and judgment upon the award may be entered in any court of competent jurisdiction.
Freight Terms & Conditions
1. Prohibited Goods:
TradeSocial does not accept the following (unless stated otherwise on a separate agreement and permitted by applicable law): certain classes of dangerous goods, weapons and ammunition, wastes, living botanicals, livestock, animals, derivatives of endangered species (e.g.: skin, fur, teeth, shell, feathers or blood and parts of some plants, e.g. seeds), bulk material, removal goods, money and/or valuables, cheques, ready to use credit-cards, coins, fiscal stamps, valid telephone cards, any means of payment, securities (guarantees), precious metals, precious stones, jewelry, art, antiques or tobacco products. Customer indemnifies TradeSocial for any breach of this clause.
2. Liability and Responsibility Disclaimer
TradeSocial provides an online platform to connect users with freight forwarders and transportation service providers. While we make every reasonable effort to ensure that our partnering freight forwarders comply with all applicable laws, regulations, and industry standards, TradeSocial acts solely as an intermediary, facilitator, and aggregator of transportation services.
3. Independent Service Providers:
The freight forwarders listed on or connected through our platform are independent contractors and service providers operating under their own terms, conditions, licensing, and insurance requirements. TradeSocial does not own, control, or operate any of these freight forwarding services and does not have authority over their conduct, compliance, or operational practices. No agency, partnership or joint venture is created.
4. No Liability for Freight Forwarder Actions:
All agreements, contracts, and dealings related to freight forwarding are strictly between the user and the freight forwarder. TradeSocial shall not be held responsible or liable for any damages, losses, delays, or incidents caused by or arising from the acts, omissions, defaults, or insolvency of any freight forwarder or third-party service provider. TradeSocial’s total liability, if any, is capped at the fees paid to TradeSocial for the relevant service.
5. Risk Assumption and Indemnity:
By using our platform, you acknowledge and agree that:
- Your contractual relationship is solely with the freight forwarder;
- You assume all risks related to the transportation, handling, and delivery of goods;
- You will indemnify, defend, and hold harmless TradeSocial, its affiliates, officers, employees, and agents from any claims, damages, liabilities, or expenses arising out of or related to your use of the transportation services, including but not limited to claims for damages, loss, or injury caused by or attributable to the freight forwarder. This indemnity survives termination.
6. Limitation of Liability:
To the maximum extent permitted by law, TradeSocial expressly disclaims all warranties, representations, and liabilities, whether expressed or implied, including but not limited to any implied warranties of merchantability, fitness for a particular purpose, or non-infringement. In no event shall TradeSocial be liable for consequential, incidental, indirect, special, punitive, or exemplary damages, even if informed of the possibility of such damages.
7. No Guarantee of Service or Performance:
TradeSocial does not guarantee the quality, timeliness, safety, or legality of any freight forwarding services. The platform is provided “as is” and “as available,” and we expressly disclaim any warranties regarding uninterrupted or error-free operation.
8. Legal Compliance:
While we strive to promote lawful practices among our partners, it is the responsibility of the freight forwarders and users to comply with all applicable laws, customs regulations, and international trade requirements. Customer represents that all shipments comply with sanctions and export controls.
9. Cash On Delivery (COD):
COD is only available for the TradeSocial Freight service and in limited countries. Delivery is exclusively effected against receipt of proof of payment or payment in the agreed manner. The Customer assumes responsibility for the respective instructions to the consignee and for the respective written instructions to TradeSocial Freight. Furthermore the Customer is responsible for all costs resulting from, but not limited to, seizure, refusal of acceptance, insolvency, or refusal to pay on the part of the consignee. For the processing of such COD shipments, a COD fee will be charged. TradeSocial may withhold release until COD is confirmed as cleared funds.
10. Claims and Claim Deadlines:
Apparent damage, loss or shortage must be notified upon delivery. Any non-apparent damage, loss or shortage must be notified latest within 1 calendar day after the delivery date, Sundays and public holidays excluded. Failure to notify within time bars waives the claim.
11. Dangerous Goods:
If the Customer offers hazardous goods for transportation, he has to comply with all statutory rules and regulations. He is responsible for the correct marking and labeling, approved packaging, relevant transportation documents, shipper's statement and danger signs, in the required languages. The standard extra charge for a shipment containing hazardous goods has to be determined by arrangement, and additional costs, such as ferry or tunnel costs, may be added. Customer shall indemnify TradeSocial for any breach of Dangerous Goods (DG) requirements, including misdeclaration, improper packaging, labeling or documentation, and any resulting fines, penalties, delays, losses, or third-party claims.
12. Transit Time, ETA, and Limitation of Liability:
All estimated transit times, estimated dates of arrival (ETAs), and other timeframes provided on this platform are approximate, non-binding, and for informational purposes only. As an aggregator facilitating connections between users and freight forwarders, TradeSocial does not guarantee, warrant, or undertake any specific transit or delivery times. ETAs are non-binding; no liability for delays; Customer must not rely solely on estimates.
13. Independence of Freight Forwarders:
The actual transit time may vary due to factors beyond our control, including but not limited to customs procedures, weather conditions, carrier schedules, and operational delays. The freight forwarders are independent service providers, and their performance, including adherence to estimated transit times, is solely their responsibility.
14. No Liability for Delays:
TradeSocial shall not be liable for any delays, missed deadlines, or damages resulting from the failure of a freight forwarder to meet estimated transit times or ETAs. We expressly disclaim any liability for any financial losses, damages, or claims arising out of or related to delays in transit or delivery.
User Acknowledgment: By using this platform, you acknowledge and agree that:
- All transit times and ETAs are estimates only;
- You do not rely solely on these estimates for your planning or decision-making;
- The ultimate responsibility for managing and accepting transit times lies with the freight forwarder;
- You waive any claim against TradeSocial for delays or deviations from estimated transit times.
15. Pallet Exchange:
The countries offering a pallet exchange service are determined by the branch accepting the order. There is no obligation for TradeSocial Freight to perform such a service.
16. Pricing, Payment Terms, and Liability for Cargo Volumes and Storage
1. Pricing Based on Communicated Measurements: The Customer’s payment obligations are initially based on the weight, volume, and dimensions communicated at the time of booking or shipment arrangement. However, the final and definitive figures shall be determined upon receipt and inspection of the cargo by the agent or authorized personnel. The Customer agrees to accept the final confirmed measurements and understands that an amended invoice reflecting the actual weight, volume, and dimensions will be issued accordingly. Final rating is based on actuals verified at intake; misdeclaration may incur administrative charges.
2. Additional Charges for Extra Volume: In the event that the final measurements exceed the initially communicated volume, weight, or dimensions, the Customer shall be liable to pay any additional charges applicable. The Customer agrees to settle such extra costs promptly, prior to the departure of the cargo.
3. Amended Invoice and Payment: The Customer authorizes the issuance of an amended invoice reflecting the actual cargo measurements. Payment for any additional charges must be made prior to cargo departure. Failure to do so authorizes TradeSocial to proceed with the necessary adjustments, including further invoicing or additional charges.
4. Liability for Delay, Costs, and Cancellation: TradeSocial shall not be responsible for any delays, costs, or expenses incurred due to discrepancies in measurements, late payment of additional charges, or related issues. Additionally, if the Customer chooses to cancel or refuse acceptance of cargo after the final measurement, TradeSocial shall not be liable for any costs associated with returning the cargo or any associated expenses.
5. Storage and Possibility of Sale: Storage of the cargo shall continue until full payment is received. If payment remains overdue for more than 60 days from the date of invoice, TradeSocial reserves the right, at its sole discretion, to sell the cargo to offset outstanding storage fees and charges incurred. Proceeds from such sale shall be applied towards covering the unpaid balance, including storage and any additional expenses. Sale shall follow applicable lien laws with reasonable notice.
6. Right to Sale and Transfer: In case of non-payment within the specified period, TradeSocial may, without prior notice, take possession of the cargo and proceed with sale or transfer rights to recover costs. The Customer waives any claim or objection regarding such sale or transfer. Subject to applicable law; proceeds net of costs, balance (if any) to Customer.
17. Documentation and Information:
In order that the order can be correctly processed, the Customer is required to provide:
a. Transport order, duly completed;
b. For groupage shipments: labels printed according to the requirements of TradeSocial Freight Label Specification and such labels properly (in particular in an unremovable way) attached by Customer to all individual packages of a shipment before handover to TradeSocial Freight.
c. Copies of the commercial invoice if necessary; Export customs documents or other necessary accompanying documents (if applicable). Furthermore, the Customer is required to provide to TradeSocial Freight following information:
a. addresses (in particular consignor’s address and consignee's address), marks, numbers, symbols for handling, as well as the number, type and contents of each individual package,
b. c. the characteristics of the goods and all other important information necessary for the orderly processing and safe carriage of the shipment.
The Customer is responsible for all consequences resulting from missing or incorrectly completed documentation or information. The completion of particular documents, in particular but not limited to the attaching of labels to packages by TradeSocial Freight, will be separately invoiced. All information must be true, complete and accurate; TradeSocial may rely on data as received.
18. Packaging:
All goods must be adequately packed for transport, and able to be dispatched if it is groupage cargo. Liability for damage resulting from inadequate packaging rests with the Customer. If goods are not stackable due to improper packaging or otherwise, the paying weight will be calculated on the basis of the number of loading meters occupied in the truck. Customer liable for non-stackable surcharges due to packaging.
19. Cargo Insurance:
To secure the value of your shipments during transport, we offer you the possibility to insure your goods. This Cargo Insurance will cover for the lesser of the actual repair or replacement costs, up to the insured value, in the event of any physical loss or damage to the shipment. Shipment insurance covers physical cost compensation, consequential costs are excluded. TradeSocial Freight. Insurance is optional and recommended; consequential losses are excluded.
20. Temperature Sensitive & Perishable Goods:
Specialized Handling, Movement, and Storage of Temperature-Sensitive & Perishable Goods
1. Handling and Movement: TradeSocial acts solely as an intermediary platform facilitating access to logistics providers for the movement of temperature-sensitive and perishable goods. The Customer acknowledges that such goods require specialized handling, transportation, and storage. While we will make reasonable efforts to connect customers with qualified logistics providers experienced in handling perishable and temperature-sensitive items, the ultimate responsibility for compliance with all relevant handling procedures and standards remains with the designated logistics providers.
2. Storage Conditions: Storage of temperature-sensitive and perishable goods will be subject to specific conditions, including temperature, humidity, and other environmental controls, as advised and provided by the logistics providers. The Customer shall specify the necessary storage parameters and ensure that these are maintained throughout the storage period.
3. Customer Responsibilities: The Customer shall provide accurate and complete information regarding the nature, handling requirements, and storage conditions for the goods. The Customer shall also be responsible for ensuring that all necessary permits, licenses, and compliance with applicable laws and regulations are obtained and maintained.
4. Liability and Risk: TradeSocial shall not be liable for any spoilage, deterioration, loss, or damages to the goods resulting from improper handling, storage, or transportation. The Customer agrees that the risk of spoilage or damage due to temperature excursions or mishandling remains with the Customer and the logistics providers engaged.
5. Temperature Control Failures and Incidents: In the event of temperature excursions, equipment failure, or other incidents affecting the integrity of the goods, the logistics provider shall assess and determine the extent of damage or spoilage. TradeSocial shall not be liable for any such incidents, and the Customer shall hold harmless and defend TradeSocial against any claims, damages, or liabilities arising from these events. TradeSocial not liable for temperature excursions; Customer to insure.
6. Insurance and Claims: The Customer shall be responsible for procuring appropriate insurance coverage for the goods, including coverage for spoilage or damage resulting from temperature deviations. TradeSocial disclaims any liability for claims arising from damage or loss of perishable goods that are not duly insured or are outside the coverage of the logistics providers.
7. Compliance and Responsibilities: The Customer agrees to comply with all applicable laws, transportation standards, and guidelines pertinent to handling and storing temperature-sensitive and perishable goods, including but not limited to customs, health, and safety regulations.
21. Termination of Agreement:
1. Right to Terminate by Either Party: Either party may terminate these Terms and Conditions at any time, with or without cause, by providing written notice to the other party at least thirty (30) days prior to the effective date of termination.
2. Automatic Termination: These Terms and Conditions may terminated immediately by either Part if either party:
- breaches any material term or condition of this Agreement and such breach remains uncured after fifteen (15) days written notice;
- becomes insolvent, files for bankruptcy, or makes an assignment for the benefit of creditors; or becomes subject to any similar proceeding; or
- ceases to conduct its business in the normal course.
3. Obligations Upon Termination: Upon termination, the following shall occur:
- All rights and licenses granted to the Customer under these Terms and Conditions shall immediately cease;
- The Customer shall pay all outstanding fees, charges, or liabilities incurred up to the date of termination; and
- TradeSocial shall have no further obligation to provide services to the Customer, without prejudice to any accrued rights or remedies.
4. Post-Termination Effects: Termination shall not affect any accrued rights or obligations of either party arising prior to the effective date of termination. The provisions relating to confidentiality, indemnity, liability disclaimer, and any other clauses intended to survive termination shall remain in effect.
5. Return of Materials: Upon termination, each party shall return or destroy all confidential information and proprietary materials of the other party in its possession, within fifteen [15] days.
6. Effect of Termination on Ongoing Operations: TradeSocial shall not be liable for any damages, losses, or expenses resulting from the termination of these Terms and Conditions, including without limitation, delays or costs associated with transitioning services or canceling ongoing arrangements.
7. Survival: confidentiality, IP, payment, indemnity, limitation of liability, governing law and dispute resolution survive termination.
22. Terms of Delivery:
TradeSocial Freight refers to the Incoterms, latest version.
The parties acknowledge that the transportation, delivery, and associated costs of the goods shall be governed by the Incoterms® in force at the time of shipment, as specified in the applicable contractual agreement or quotation.
The platform, TradeSocial, acting solely as an aggregator and facilitator, does not assume any responsibility for the interpretation, application, or compliance with Incoterms® by the freight forwarders, carriers, or shippers. The ultimate responsibility for understanding, negotiating, and implementing the relevant Incoterms® lies solely with the Customer and the contracted logistics providers.
The Customer shall ensure that the chosen Incoterm accurately reflects the agreed responsibilities regarding costs, risks, and legal obligations for the shipping and delivery of the goods. TradeSocial shall not be liable for any damages, delays, costs, or disputes arising from the misapplication, misinterpretation, or failure to adhere to the relevant Incoterms®.
23. Validity of Tariffs:
Once an agreement is reached, the validity of the tariffs will be extended to the expiry date stated on the tariff sheet of the proposal. TradeSocial Freight, however, retains the right of increasing the tariffs at any time by ten days advanced notice.
24. Compliance:
Customer will comply fully with all applicable export control, sanctions, customs laws and regulations and other applicable regulatory requirements and restrictions related to the import, export, transfer or transit of goods (“Trade Laws”). Customer will not request TradeSocial Freight to provide services that would cause, directly or indirectly, a violation of any applicable Trade Laws. Customer hereby represents and warrants that all shipments fully comply with applicable export controls, trade sanctions, and customs laws, and that any Controlled Goods are shipped only under valid and current authorizations, licenses, or permits as required by law.
If TradeSocial Freight has reason to believe that providing such services will cause a violation of applicable Trade Laws, TradeSocial Freight has the right to refuse services. Neither Customer, any holding company, agents, affiliates, Consignee or any other third party directly or indirectly contracted by Customer are listed on any applicable sanctions lists as a denied or restricted party ("Denied Party"). TradeSocial Freight has the right to refuse services involving a Denied Party.
Customer is responsible to export classify the goods contained in Customer’s shipments and for determining whether the delivery of the shipment to its final destination, any known end-user and end-use complies with all applicable Trade Laws. If a shipment contains Dual-Use or Military goods subject to export control laws and regulations (including restrictions on import, transfer, or transit) (“Controlled Goods”). Customer must obtain all necessary permits, licenses or other government authorizations required for the shipment of Controlled Goods and provide to TradeSocial Freight the export control classification and authorization information (e.g., license, permit, exception), including copies thereof, if requested by TradeSocial Freight.
Customer will inform TradeSocial Freight of any special routing or other conditions for Controlled Goods that apply prior to shipment. Customer has a duty to disclose any and all information required to handle Customer’s shipments in compliance with applicable Trade Laws. Customer will timely provide all information and documents in the format specified by TradeSocial to enable TradeSocial Freight to provide services. Any and all information provided by Customer to TradeSocial Freight shall be true, complete and accurate, and Customer is responsible for the authenticity of any documents provided to TradeSocial Freight. If Customer identifies errors or inaccuracies, Customer shall promptly notify TradeSocial Freight of the error/inaccuracy.
25. Data protection:
TradeSocial Freight is entitled to process data transmitted by the Customer insofar as this is required for the fulfilment of the contract or to ensure compliance with its own legal obligations. Furthermore, TradeSocial Freight points out that it may be legally obliged to notify personal data or shipment data to courts and authorities. Customer permits TradeSocial Freight to use its email address in order to provide it with information on new offers. The Customer may at any time withdraw such permission free of charge by email to the following address hello@tradesocial.tech. The Customer ensures that it has complied with its legal obligations in relation to personal data provided to TradeSocial Freight including consignee data as may be required for transport, delivery and logistics services, such as e.g. name, address, email and phone number. In case of unauthorized disclosure of personal data by the Customer to TradeSocial Freight, the Customer indemnifies TradeSocial Freight upon first written demand from all claims asserted by third parties, in particular by recipients, as far as TradeSocial Freight processes the data in accordance with the contract. TradeSocial Freight will maintain data protection in accordance with applicable laws.
26. Force Majeure:
“Force Majeure” means in relation to either Party, any circumstances beyond the reasonable control of that Party, including, without limitation, acts of God, compliance with any acts of any governmental or other authority, war or national emergency, riots, civil commotion, acts of terrorism, piracy, fire, explosion, flood, criminal acts, any information security-related threats including cyberattacks, severe weather conditions, epidemic, pandemic, lock-outs, strikes and other industrial disputes (in each case whether or not referring to that Party’s or subcontractors’ workforce), shortage of labor, materials and services and inability or delay in obtaining supplies.
Neither Party shall be deemed to be in breach of these Terms and Conditions or any Statement of Work or otherwise liable to the other Party for damages (including but not limited to loss, damage or delay to Goods) or otherwise for any failure, partial failure or delay in performing any of its duties or obligations under these Terms and Conditions or any Statement of Work (other than breach of an obligation to make payment of any sum due under these Terms and Conditions) to the extent such failure is due to Force Majeure.
If a Party’s performance of its obligations under these Terms and Conditions or any Statement of Work is affected by Force Majeure, the date for performance of such obligation shall be deemed suspended for a period equal to the delay caused by such Force Majeure and the affected Party shall resume prompt performance (including a reasonable startup period) as soon as such Force Majeure shall have ceased.
The provisions hereof shall not apply to monetary amounts due or owing by either Party to the other. The Party affected by Force Majeure shall use commercially reasonable efforts to give notice to the other Party, specifying the nature and extent of the Force Majeure as soon as reasonably practicable after becoming aware of the Force Majeure.
Both Parties will use all reasonable endeavors to mitigate the effects of Force Majeure on the performance of these Terms and Conditions and any Statement of Work. For the avoidance of doubt, a close down of IT systems, sectors or segments thereof due to an information security-related threat or attack shall always be deemed to be a mitigation action. If, by reason of a Force Majeure, TradeSocial can only fulfill its obligations by incurring additional costs, then such reasonable and agreed additional costs shall be borne by Customer.
27. Indemnification
Subject to the provisions of these Terms and Conditions, the Users agree to and shall indemnify and hold harmless each TradeSocial, its officers, directors, employees, and authorized agents harmless from and against all damage, loss, liability, and expense (including, without limitation, reasonable expenses of an investigation and reasonable attorneys’ fees and expenses in connection with any action, suit or proceeding) (“Damages”) incurred or suffered by TradeSocial or as a result of damages arising from a claim by a third party, in each case, arising out of or in connection with User’s breach of these Terms and Conditions, violation of the law, breach of User’s representations and warranties outlined in these Terms and Conditions, and User’s negligence or misconduct. Indemnity is in addition to any other remedies and survives termination.
28. Representations and Warranty
The Parties represent and warrants that:
1. It has the right, power, and authority to execute these Terms and Conditions and to perform its obligations hereunder, and that it has taken all licenses, corporate and other acts required to be taken by it to authorize the execution of these Terms and Conditions and all documents and instruments required or contemplated hereunder and the transactions contemplated hereby.
2. The execution and delivery of these Terms and Conditions and the performance of its obligations under these Terms and Conditions do not and will not violate, conflict with, or result in a breach of any decree, memorandum, and/or articles of incorporation, charter, by-law, law, contract, or obligation to which it is a party or by which it is bound.
3. It shall adhere to, observe, and comply with the law, rules, regulations, codes, guidelines, and restrictions as may be or becomes applicable from time to time in relation to the Services rendered under these Terms and Conditions.
4. TradeSocial represents that the Logistics Services shall be provided in accordance with the terms of these Terms and Conditions and that the same will be provided in a good and workmanlike manner.
5. The TradeSocial Platform and TradeSocial Services are provided “As is’ without warranty of any kind. Without limiting the foregoing, TradeSocial explicitly disclaims any warranties of fitness for a particular purpose or non-infringement, and any warranties arising out of TradeSocial of dealing or usage of trade. TradeSocial makes no warranty that using TradeSocial or TradeSocial Services will result in a higher number of customers or increased revenue for the users or its business. TradeSocial makes no warranty that the TradeSocial platform or TradeSocial Services will meet the user’s requirements or be available on an uninterrupted, secure, or error-free basis.
29. Intellectual Property Rights:
1. Intellectual Property. "Intellectual Property" means any and all of the following in any jurisdiction throughout the world.
a. trademarks and service marks, including all applications and registrations, and the goodwill connected with the use of and symbolized by the foregoing.
b. copyrights, including all applications and registrations related to the foregoing.
c. trade secrets and confidential know-how.
d. patents and patent applications.
e. websites and internet domain name registrations; and
f. other Intellectual Property and related proprietary rights, interests, and protections (including all rights to sue and recover and retain damages, costs and attorneys' fees for past, present, and future infringement, and any other rights relating to any of the foregoing). Parties hereby agree that specific terms regarding Intellectual Property shall be clear and definite to ascertain the rights over the Intellectual Property and any work being part of the services provided to the other party.
2. Any Intellectual Property developed solely by TradeSocial under these Terms and Conditions will remain the sole and exclusive property of TRADESOCIA. Except for rights expressly granted under these Terms and Conditions, nothing in these Terms and Conditions will function to transfer any of TRADESOCIAI Intellectual Property rights to the other Party.
3. Except as expressly stated herein, nothing in these Terms and Conditions shall be deemed to grant, either directly or indirectly by implication, estoppels or otherwise, any licenses to the Users of TradeSocial proprietary Information or any trademarks, and Users acknowledges that TradeSocial shall retain exclusive right and title to the foregoing.
4. TradeSocial reserves the right to terminate the use of the TradeSocial platform by the users who are seen to repeatedly commit the infringement of copyright.
5. User’s Intellectual Property:
6. Any Information and other materials that are made available on the TradeSocial platform by the User shall be the exclusive property of the user. The User shall be solely responsible for the accuracy and legality of any content that it submits to the TradeSocial platform. The User by making its content available on the TradeSocial platform, grants to TradeSocial a non-exclusive, transferable, sublicensable, worldwide, royalty-free license to access, process, analyze, store, use, copy, and modify the Content in connection with operating the TradeSocial Platform and providing the TradeSocial Services.
7. User Data Maintenance and Backup Procedures: The Content of the Users shall be stored, backed up, and secured in a commercially reasonable way by TradeSocial. Any lost or corrupted User content will be restored from the latest backup of such User content maintained by TradeSocial. TradeSocial will not be responsible for any loss, destruction, or untoward incident with the User content because of an act of any third party.
The efforts of TRADESOCIAL to restore lost or corrupted User content will be limited to the content in connection with the TradeSocial's services and TradeSocial platform.
8. Anonymous and Reference Data: The User by making its content available on the TradeSocial platform, gives TradeSocial the right to generate anonymous and reference data through the User Content without disclosing the identity of the user which shall be used for the purposes as TradeSocial may deem fit for improving its services. This anonymous and reference data which is generated by TradeSocial by its very nature shall not be considered as Confidential Information for the purposes of these Terms and Conditions and shall be the property of TradeSocial.
9. Trademark License: TradeSocial and the User grants each other a non-exclusive, non-transferable, non-assignable, royalty-free, worldwide license, without the right to grant sublicenses, to use each other’s name and logo on the list of its customers, vendors, and technologies. All goodwill associated with the use of such name and logo inures to the benefit of TradeSocial or the User who owns such name and logo.
30. Limitation of Liability
Notwithstanding anything contained in these Terms and Conditions, neither Party shall be liable to the other Party for any indirect, special, incidental, exemplary, or consequential damages including but not limited to loss of profit, data or goodwill, service interruption, or technical failure arising out or in connection to these Terms and Conditions or from the use or inability to use the TradeSocial Platform or TradeSocial services whether liability is asserted in contract or tort (including negligence and strict product liability) and irrespective of whether or not TradeSocial has been informed of such loss or damage. TradeSocial’s total liability shall not exceed the total fees paid by Customer to TradeSocial for the services giving rise to the claim in the prior twelve (12) months.
31. No Partnership
1. Nothing contained in these Terms and Conditions shall be deemed or construed by the parties hereto or by any third person to create the relationship of employee and employer, principal and agent, or of partnership or joint venture. The User assumes full responsibility for, and TradeSocial will have no liability with respect to, the User’s employees or agents. Subject to the provisions of these Terms and Conditions, including indemnity, TradeSocial assumes full responsibility for, and the User will have no liability with respect to, TradeSocial employees or agents.
2. Nothing contained in these Terms and Conditions shall establish or be deemed to establish any fiduciary relationship between the parties hereto. The parties’ respective rights and obligations hereunder shall be limited to the contractual rights and obligations expressly set forth herein on the terms and conditions set forth herein.
32. Governing Law and Dispute Resolution
These Terms and Conditions shall be governed by and construed in accordance with the laws of the Dubai International Financial Centre (DIFC). Any dispute, controversy, or claim arising out of or in connection with these Terms and Conditions, including any question regarding its existence, validity, interpretation, or termination, shall be referred to and finally resolved by arbitration under the Rules of the Dubai International Arbitration Centre (DIAC), which rules are deemed to be incorporated by reference into this clause. The seat of arbitration shall be the DIFC, Dubai, United Arab Emirates, and the language of the arbitration shall be English. The arbitral award shall be final and binding upon the parties, and judgment upon the award may be entered in any court of competent jurisdiction.
Perishable NDGs
1. Definitions
Perishable foods are food items that require specific storage conditions, such as refrigeration or freezing, to prevent spoilage. These include, but are not limited to:
- Meat
- Fish
- Poultry
- Eggs
- Dairy products (e.g., butter, cheese, cream)
- Fruits
- Vegetables
2. Compliance and Regulatory Requirements
All shipments of perishable foods must adhere to applicable local and international regulations, including but not limited to health and safety standards set by regulatory authorities of the destination country. TradeSocial shall not be liable for any spoilage, deterioration, or loss resulting from regulatory delays, inspections, or storage failures, and it is the Customer’s responsibility to obtain adequate insurance coverage.
Exporters and importers are responsible for ensuring all necessary permits, licenses, and documentation are obtained prior to shipment, including:
- Trader’s license (if required)
- Export permits
- Import permits
- Necessary certificates (e.g., health, quarantine, origin certificates)
- Customs clearance documents
Failure by the Customer to comply with applicable regulatory or documentation requirements shall relieve TradeSocial of any liability arising from shipment delay, seizure, rejection, or destruction of goods by authorities.
3. Packaging and Handling
To ensure the integrity, safety, and freshness of perishable foods during transit, the following packaging and handling guidelines must be followed:
- Use appropriate packaging materials suited for the specific food items.
- Seal products properly, using airtight or vacuum-sealed packaging where applicable.
- Protect delicate items with appropriate padding or cushioning.
- Maintain correct temperature conditions, utilizing suitable cold chain solutions such as refrigerated containers, gel packs, dry ice, or liquid nitrogen.
- Clearly label packages with handling instructions, including temperature requirements and fragility notices.
TradeSocial shall not be responsible for damage or loss resulting from inadequate or improper packaging or handling performed by or on behalf of the Customer.
4. Documentation
All shipments must be accompanied by accurate and complete documentation, including but not limited to:
- Commercial invoice
- Bill of Lading
- Sales contract
- Certificate of origin
- Export health certificates or relevant permits
- Any additional documentation required by the destination country’s regulations
Incomplete or inaccurate documentation may result in delays or refusal of entry at customs. TradeSocial disclaims all liability for losses or penalties resulting from such deficiencies.
5. Prohibited and Restricted Items
Certain perishable items may be restricted or prohibited under the laws of the importing country. It is the responsibility of the shipper to verify that goods comply with destination country regulations before shipment.
TradeSocial assumes no responsibility for shipments that are delayed, confiscated, destroyed, or penalized due to prohibitions, embargoes, or non-compliance with destination regulations.
6. Temperature Control & Shipping Conditions
Maintaining optimal temperature conditions throughout the supply chain is critical for preserving perishable foods. Shippers must utilize appropriate cooling or freezing methods and monitor conditions throughout transit. TradeSocial does not guarantee maintenance of temperature levels once the goods are in transit or handled by third-party carriers, agents, or customs authorities.
Failure to maintain required temperatures may compromise product quality and violate regulatory standards, which may lead to shipment rejection or liability.
7. Shipping Delays and Risks
TradeSocial is not responsible for delays caused by customs inspections, regulatory compliance issues, weather, equipment failure, carrier schedules, or other unforeseen circumstances beyond its control. The Customer acknowledges that transit times are estimates only and assumes all risk of delay or deterioration once goods are in transit. It is recommended to plan shipments well in advance and work with experienced logistics providers.
8. Liability and Indemnity
The shipper or Customer shall indemnify, defend, and hold harmless TradeSocial, its affiliates, officers, and employees from and against any claims, fines, penalties, or damages arising from the shipment of non-compliant, improperly packaged, or inadequately documented perishable goods, including failure to obtain required permits or adhere to applicable laws and standards.
9. Changes to Terms & Regulations
TradeSocial reserves the right to update these Terms & Conditions periodically to reflect changes in applicable laws, regulations, or operational procedures. It is the responsibility of the shipper to stay informed of any updates. Any continued use of TradeSocial’s services after publication of updated terms shall constitute the Customer’s acceptance of such changes.
Payment & Credit Terms
1. General Conditions
All prices, rates, and charges quoted are subject to change without notice. Charges for shipping, handling, or other services will be calculated based on the applicable weight, volume, or other measurement criteria, in accordance with the terms specified at the time of quotation.
Payments are due in accordance with these Terms & Conditions and any specific agreements made with TradeSocial. Unless otherwise agreed in writing, payment must be made in full before services are rendered or goods are released.
The Customer is responsible for providing accurate and complete shipment information and ensuring compliance with all applicable laws and regulations. Late, incomplete, or incorrect information may result in delays, additional costs, or the seizure and disposal of goods by authorities, for which TradeSocial assumes no responsibility. All quotations, invoices, and related documents shall be deemed accepted unless disputed in writing within five (5) business days from the date of issuance.
2. Payment Terms
Payment Method: All payments shall be made in accordance with the payment instructions provided by TradeSocial.
Payment Due Date: Payment must be received within [specify number] days from the date of invoice unless an alternative payment schedule has been agreed in writing.
Default: If payment is not received by the due date, the Customer shall be in default. In such cases, TradeSocial reserves the right to suspend or cease services, or refuse future transactions until outstanding payments are settled.
Interest: Any overdue amount shall bear interest at a rate of 1.5% per month, accruing daily from the due date until full payment is received.
3. Disbursements and Additional Charges
Additional Costs: Any additional costs incurred beyond the scope of agreed charges—including customs duties, taxes, storage, quarantine, inspection fees, and other government levies—shall be payable by the Customer.
Disbursement Payments: TradeSocial reserves the right to make disbursements for third-party costs or fees on behalf of the Customer and to recover such costs.
Surcharges: Any applicable surcharges, including currency exchange premiums or special handling fees, are additional and payable by the Customer. TradeSocial may issue supplementary invoices for any such costs incurred after completion of service, which shall be payable upon receipt.
4. Credit Approval & Checks
TradeSocial may conduct credit checks and assess the financial standing of the Customer. The Customer expressly consents to the collection, verification, and of credit-related information as necessary to evaluate creditworthiness, in accordance with applicable privacy laws.
5. Rights of Lien
TradeSocial reserves a general and particular lien over any goods, documents, or assets in its possession for all outstanding charges, disbursements, or amounts owed by the Customer. If payment is not received within [specify number] days of the due date, TradeSocial or its authorized agents may, at their discretion:
a. Remove and store the goods at the Customer’s expense and risk; or
b. Sell or dispose of the goods, applying the proceeds to cover the outstanding charges and costs, without any obligation to obtain a court order or prior notice, to the extent permitted by law, and without any liability for loss or damage resulting from such sale or disposal.
6. Indemnity
The Customer agrees to indemnify and hold harmless TradeSocial, its affiliates, officers, and employees against any liabilities, losses, damages, costs, fines, or expenses resulting from the Customer's breach of these Terms & Conditions, including any failure to make payment, provide accurate information, or comply with applicable trade, tax, or customs laws.
7. Miscellaneous
a. Changes to Terms: TradeSocial reserves the right to amend these Terms & Conditions at any time without prior notice. Continued use of services constitutes acceptance of the latest terms.
b. Legal Compliance: The Customer shall ensure that all shipments and transactions comply with relevant legal and regulatory requirements.
c. Severability: If any provision of these terms is held to be invalid or unenforceable, such provisions shall be severed and replaced with valid provisions that most closely reflect the original intent.
8. Governing Law and Dispute Resolution:
These terms shall be governed by the laws of the Dubai International Financial Centre (DIFC). Any dispute, controversy, or claim arising out of or in connection with these terms and conditions, including any question regarding its existence, validity, interpretation, or termination, shall be referred to and finally resolved by arbitration under the Rules of the Dubai International Arbitration Centre (DIAC), which rules are deemed to be incorporated by reference into this clause. The seat of arbitration shall be the DIFC, Dubai, United Arab Emirates, and the language of the arbitration shall be English. The arbitral award shall be final and binding upon the parties, and judgment upon the award may be entered in any court of competent jurisdiction.