FedEx Transportation Services Agreement
This FedEx Transportation Services Agreement (the "Agreement") is being entered into between Federal Express Korea LLC (“FedEx”) and Customer, including any of its divisions, subsidiaries and affiliates, a majority (defined as 51%) of whose voting stock is directly or indirectly owned by Customer ("Customer") subject to the following terms and conditions.
You accept this Agreement by creating a FedEx account, through your use of the Services, or by continuing to use the Services after being notified of a change to this Agreement.
This Pricing Agreement/Amendment hereinafter collectively refers to a Country or Territory as "Country or Countries".
- Services.
This Agreement specifies the terms and conditions under which FedEx agrees to provide certain transportation services (“Services”) to Customer. This Agreement shall be between Customer and the applicable FedEx operating entity (“FedEx Company”) for the applicable Service identified on the pricing attachments that are attached hereto and incorporated herein. All FedEx Companies providing Services pursuant to this Agreement are hereinafter collectively referred to as "FedEx".
- Pricing.
FedEx agrees to provide Services to Customer at the pricing and on the terms as provided to the Customer on their fedex.com account. Each applicable FedEx Company may provide a courtesy copy of Customer's pricing reflected as net rates exclusive of taxes (based on the applicable base rate in effect at such time) upon request. Net rate sheets are provided as a courtesy only and are not incorporated within the Agreement. The pricing and Services are provided by FedEx to Customer for Customer’s use and benefit only and may not be resold or otherwise extended (including via third party billing) to any other party without the prior written consent of FedEx. Customer agrees to ensure that the proper account number appears on the applicable air waybill or other form of shipping documentation and acknowledges that pricing will not be applied to packages that do not correctly reference the proper account number. The pricing is effective on the date on which the Customer receives an email from FedEx confirming that a FedEx account has been opened. (“Effective Date”). Discounts and/or net rates, if any, do not apply to fuel surcharges, duties and taxes, GST, special handling fees, surcharges, ancillary or other charges (the amounts of applicable special handling fees, surcharge, ancillary and other charges shall be, unless otherwise noted herein, the published amounts for such fees/charges in effect on the date of shipment).
- Service Guide.
Each shipment made with FedEx is subject to the terms and conditions of the FedEx Service Guide in effect at the time of shipment, which terms are incorporated into this Agreement by reference. “FedEx Service Guide” means, collectively, the shipment country of origin FedEx Service Guide, any applicable tariffs, local service conditions or condition of carriage, and the airbill/ air waybill or Bill of Lading in effect on the date of shipment of the applicable FedEx Company (including, but not limited to, the FedEx Freight 100 Series Rules Tariff, the FedEx Ground Economy terms at https://www.fedex.com/content/dam/fedex/us-united-states/services/FGE_TermsConditions_2021.pdf, FedEx One Rate terms available at the web address referenced in the Express pricing attachment specific to FedEx One Rate, and other service-specific terms as posted on fedex.com). FedEx reserves the right to modify the FedEx Service Guide, including a modification of the published transportation rates and/or special handling fees, surcharges, ancillary and other charges, at any time without notice. Customer is directed to the FedEx web site fedex.com for changes in the FedEx Service Guide. In the event there is a conflict between this Agreement and the FedEx Service Guide, the provisions of this Agreement control.
- Payment Terms.
Credit Terms granted for your FedEx Shipping Account are as follows:
Freight - 30 days
Duty/Tax – Immediate
FedEx reserves the rights to suspend your shipping account without any notice if the outstanding amount is not settled by the payment due date, and your shipments will be on cash terms only. The invoice date begins the credit term cycle. Customer agrees that remaining current on all payables is a condition to the extension of credit and pricing.
If the billed party indicated on the Air Waybill refuses to pay for the charges for the shipment, the shipper shall be liable to pay for the freight charges, surcharges and duty tax for the shipment (the shipper is also liable for other charges paid by FedEx to recover the debt including, but not limited to, government fines, additional taxes, legal charges and fees). The shipper is also liable for all charges, incurred while awaiting further instructions for consignments that cannot be delivered, such as storage and all related charges.
- Automation.
Customer agrees that all shipping locations will use a FedEx online or FedEx compatible shipping solution that is approved and authorized by FedEx, and an agreement for the placement or use of any such shipping solution shall be accepted prior to such use.
- Confidentiality.
Both FedEx and Customer agree that the terms of this Agreement, including the pricing, are confidential and shall be held in strict confidence by both parties and may not be disclosed unless required by law. Customer agrees not to post or publicly display the terms or the pricing. FedEx and Customer also agree that any discussions or negotiations regarding the pricing or any changes thereto (including but not limited to future pricing offerings) are also confidential and are subject to this provision of confidentiality. Notwithstanding the foregoing, disclosure by FedEx to any of its subsidiaries, affiliates, related entities, subcontractors, agents and/or representatives is permitted without notice or consent. Furthermore, disclosure by Customer of this Agreement or any terms to any third party without consent by FedEx and execution of a mutually agreeable non-disclosure agreement between FedEx and such third party shall be considered a breach by Customer.
- Term.
This Agreement commences on the Effective Date and continues until expired or terminated by either party.
- Termination.
Either party may terminate this Agreement immediately upon notice due to the other party's noncompliance with its terms. Either party may terminate this Agreement at any time without cause and without fees unless otherwise stated in the Agreement or the pricing attachment, upon 30 days’ prior written notice to the other party.
- Prior Agreements.
This Agreement supersedes all pricing agreements and addenda, if any, between FedEx and Customer for the Services, package types, and Customer account numbers covered by this Agreement and identified on the respective pricing attachments.
- No Modifications.
Any alterations to this document by either party will render it null and void. Any failure by FedEx or Customer to enforce or apply a provision of these Conditions does not constitute a waiver of that provision and does not otherwise impair FedEx’s right to enforce such provision.
- Restricted Commodities.
This Agreement does not provide for the shipment of alcohol or other items and conditions that may be prohibited or restricted by law or by the FedEx Service Guide. Such commodities may require a separate agreement.
- Electronic Storage.
Either party may copy this completed Agreement for electronic storage in a non-editable format, at which time the paper form of this Agreement may be destroyed. Customer and FedEx each agree that following the electronic storage of this Agreement, any hard copy printout of that electronically stored information will constitute an original of this Agreement.
- Representation of Authority.
Each of the parties represents and warrants to the other that this Agreement is valid and legally binding and has been executed by an authorized representative. Nothing contained herein shall be construed as creating any joint or joint and several liability among the FedEx Companies.
- Severability.
If any of the provisions of this Agreement are found by a court or any other competent authority to be void or unenforceable, such provision shall be deemed to be deleted from this Agreement and the remaining provisions of this Agreement shall remain and continue in full force and effect.
- Assignment.
Neither the rights nor the duties of either party under this Agreement may be voluntarily assigned or delegated without the prior written consent of the other party, except that FedEx may assign all or any part of its rights and delegate its duties under this Agreement to a directly or indirectly owned subsidiary or affiliate of FedEx Corporation. Without limiting the foregoing, this Agreement will be binding upon and inure to the benefit of the parties and their permitted successors and assigns.
- Aircraft Space Availability.
Services hereunder are subject to availability of aircraft space as determined by FedEx. In particular, Customer shall, for any shipment above 225 kg in actual weight using FedEx's Services hereunder, contact and receive from FedEx a confirmation of aircraft space availability. FedEx is not liable in any way if space is not available. FedEx’s determination of aircraft space availability for any particular shipment shall be conclusive.
- Shipping Volumes.
The pricing and terms offered by FedEx to Customer pursuant hereto are based on the volume indications and / or shipping profile received by FedEx at the time of entering into this Agreement. Customer agrees that any failure to achieve their volume commitments to FedEx within 90 days of the Effective Date or maintain them thereafter may result in a pricing change, in FedEx’s sole discretion; in such event, FedEx may apply modified pricing to Customer shipments upon 30 days notice. Customer also agrees that any failure to so achieve or maintain their volume commitments may result in the immediate termination of this Agreement by FedEx, in FedEx’s sole discretion, upon notice.
Customer shall give FedEx at least 24 hours advance written notice of any known or anticipated package volume surges. For each FedEx account, a “package volume surge” occurs when Customer tenders packages which substantially exceed the number, type, size, and/or weight of packages tendered, on average, for such account by Customer throughout the prior year. In such event, FedEx may, at its sole option, either accept such packages subject to waiver of money-back guarantees (if any) and commitment times, adjust surcharge modifications (if any) or decline to accept such packages without further obligation of any kind to Customer.
- Change to Discount Rates.
Notwithstanding anything in this Agreement, FedEx reserves the right to issue new discounts and to amend, modify, or discontinue the discounts at any time by giving not less than 30 days' prior notice to Customer either by mail or by a message sent by an electronic transmission. “Discounts” mean reduction to transportation rate set out in the FedEx Service Guide excluding fuel surcharges, duties and taxes, special handling fees, surcharges, ancillary or other charges.
- Data Privacy.
Customer consents to and authorizes FedEx to use any and all information and/or data submitted by Customer during the Corporate Account opening process for the purposes of administering and/or processing Customer’s account opening application, which purposes may include but not be limited to applying on Customer’s behalf: (1) a login user ID and default password for logging onto the FedEx official website (www.fedex.com); (2) FedEx® Billing Online.
If and where applicable, upon receipt of the user ID and default password from FedEx, Customer agrees to log on to www.fedex.com, verify all data filled out on your behalf and for the sake of data security, change the password to Customer’s FedEx account.
By applying for (either by Customer or through FedEx) or using a fedex.com user ID and password, Customer accepts and shall be deemed to have read and agreed to the fedex.com Terms of Use and the Privacy Policy on the website.