FedEx® Reporting Online
Contrat relatif aux informations FedEx® Reporting Online (le « Contrat »)
Set out below are the terms and conditions under which you are permitted to use FedEx Reporting Online. Please read this information carefully. If you agree to be bound by these terms and conditions, you must acknowledge your agreement below.
Once acknowledged, this document will constitute a legal agreement (the “agreement”) between FedEx Express International B.V. and its affiliates ("FedEx") and you “customer”. Electronic acknowledgement of this agreement below shall constitute customer’s consent to the terms and conditions herein. Please print out a copy of this agreement and retain it with your files for future reference.
1. FedEx possesses certain proprietary and confidential information regarding Customer's shipping activity with FedEx.
2. Customer desires to obtain such information to review its shipping activity with FedEx. In consideration of the mutual covenants contained in this Agreement, FedEx and Customer agree as follows:
Section 1: Information
1. Subject to the terms and conditions of this Agreement, FedEx grants Customer the non-exclusive royalty-free right and license to use the information and any related documentation (collectively the “Information”) provided by FedEx for the purpose of analysing its shipping activity with FedEx and FedEx affiliated companies.
2. FedEx intends to provide the Information via a website, but may alter the means of delivery at its discretion.
Section 2. Use
Customer will use the Information solely to analyse trends in Customer's shipping activity with FedEx. Customer will follow any instructions provided by FedEx from time to time regarding access and use of the Information.
Section 3. Maintenance and Updates
FedEx in its sole discretion may modify at any time the layout of the files, means of delivery and the nature and amount of any Information provided.
Section 4. Indemnification
Customer agrees to indemnify, defend and hold harmless its parent company and its parent company’s subsidiaries and each of their employees, agents and representatives from any and all claims, demands, damages (including incidental and consequential damages), costs, expenses, suits and liabilities (collectively "Claims") including the payment of reasonable attorney fees arising out of Customer's use of the Information in any manner including, without limitation, the cost and expense incurred by Customer in modifying its internal computer systems to make use of the Information.
Section 5. Confidentiality
Customer will hold all Information in strict confidence, will not use it other than in connection with the rights granted under this Agreement and will cause its employees to be bound by the same obligations of confidentiality to which Customer is bound under this Agreement. Customer will not provide access to or communicate the Information in any form to any third party without prior written consent from FedEx.
Section 6. Risk of Loss
Customer shall bear all risk of loss or damage resulting from its use of the Information.
Section 7. Termination
This Agreement will continue until terminated by either party. Upon termination of this Agreement, Customer will not use the Information further. FedEx may cease providing the Information at any time and is not obligated to provide any Information either in whole or in part. The obligations of indemnification and confidentiality contained in Sections 4 and 5 above, respectively, shall survive the termination of this Agreement.
Section 8. Disclaimer of Warranty
1. Customer acknowledges and agrees that use of the Information is at Customer's sole risk. The information is provided "as is". FedEx disclaims all warranties, express or implied, including, without limitation, the implied warranties of merchantability and fitness for a particular purpose.
2. Under no circumstances, including negligence, shall FedEx be liable for any damages, direct or indirect, resulting from or connected with customer's use or possession of the information, including, without limitation, special, incidental or consequential damages, and damages resulting from the loss of use, loss of data, loss of profits or loss of business, even if FedEx has been advised of the possibility of such damages. FedEx does not warrant that the information will meet all of customer’s requirements, or that the information will be error free, or will be corrected. FedEx does not warrant or make any representation regarding the use or the results of the use of the information in terms of its correctness, accuracy, reliability or otherwise. No oral or written information given by FedEx or an authorised shall create a warranty. Some jurisdictions do not allow the exclusion implied warranties, so the above exclusion may not apply.
3. All shipments, and any claims in regard to such shipments, must be made in accordance with the terms and conditions of carriage contained in the applicable FedEx service guide, tariff or other applicable FedEx terms and conditions of carriage.
Section 9. Assignment
Customer may not assign its rights or delegate its duties under this Agreement without FedEx's prior written consent.
Section 10. Modification
This Agreement may be modified solely by FedEx at any time upon giving Customer written notice. To the extent any information contained in documentations provided by FedEx related to the Information conflicts with this Agreement, the terms and conditions of this Agreement will control.