1. Agreement Scope

In the event that UPL (USA Parcel Logistics) (“UPL”) arranges any transportation services, including parcel shipping, for the Client (“Depositor”), these Terms & Conditions shall apply specifically to such services (“Transportation Services”) and shall be considered in addition to any existing agreement between the parties.

If any conflict arises between these terms and other agreements, these Terms & Conditions shall govern exclusively for Transportation Services.

2. Services Overview

Subject to the applicable Master UPL Agreement, Statement of Work, or pricing schedule (collectively, the “Agreement”), the Depositor appoints UPL to arrange the shipping and transportation of goods (“Freight”) through third-party carriers (“Carriers”).

UPL’s role includes:

• Coordinating shipments (including parcel services)
• Preparing and distributing shipping documentation (e.g., Bill of Lading)

Important:
UPL operates strictly as a logistics coordinator/agent and:

• Does not physically transport or carry goods
• Does not take possession of Freight
• Is not considered a carrier

3. Carrier Engagement

UPL will enter into agreements with third-party Carriers on behalf of the Depositor.

While UPL exercises reasonable care in selecting Carriers, it:

• Does not guarantee Carrier performance
• Is not liable for delays, damages, or losses caused by Carriers or third parties

All claims related to transportation must be filed directly against the Carrier.

UPL will:

• Provide a Bill of Lading within a reasonable timeframe after shipment acceptance
• Assist reasonably with claims (costs, if any, will be borne by the Depositor)

4. Claims Process

All claims:

• Must be submitted promptly and in writing
• Are subject to the specific Carrier’s claim policies

UPL claims (if any) must follow UPL’s internal claims process and are subject to applicable liability limitations.

5. Parcel Shipping Adjustments

Shipping carriers may periodically adjust:

• Rates
• Fuel surcharges
• Seasonal/peak surcharges

UPL will pass these adjustments to the Depositor, and the Depositor agrees to pay updated rates accordingly.

6. Quotations

All quotes provided by UPL:

• Are estimates only
• Subject to change without notice

Quotes become binding only when confirmed in writing by UPL and agreed upon by both parties.

7. Accuracy of Information

The Depositor is responsible for:

• Verifying all shipment documents
• Providing accurate and complete shipment data

UPL relies entirely on the information provided and shall not be liable for errors resulting from incorrect or incomplete details.

The Depositor agrees to:

• Indemnify UPL against any claims arising from inaccurate information
• Provide accurate cargo weights using certified equipment

8. Declared Value & Liability

Carriers may limit liability for loss or damage.

UPL will:

• Request higher declared value coverage only upon written instruction
• Apply standard carrier limits if no instructions are provided

9. Insurance

UPL does not automatically provide insurance.

Insurance will only be arranged if:

• Requested in writing before shipment
• Confirmed by UPL

All insurance costs are the responsibility of the Depositor.
Any claims must be made directly with the insurer.

10. Limitation of Liability

UPL:

• Provides services without warranties unless explicitly stated
• Is only liable for gross negligence directly caused by UPL

Under no circumstances shall UPL be liable for:

• Carrier actions
• Indirect, incidental, or consequential damages
• Delays in shipment

Maximum liability:
Limited to the lesser of:

• Actual damages, or
• $100 per shipment

11. Payment Terms

The Depositor agrees to pay:

• All service fees as per agreement
• All additional costs, including:
  
  • Carrier charges
  • Shipping fees
  • Duties, taxes, and insurance

Late payments may incur:

• Interest up to 1.5% per month
• Collection and legal costs

12. Lien Rights

UPL reserves the right to:

• Place a lien on goods for unpaid balances

If payment is not made within 30 days:

• UPL may sell the goods (public/private sale)
• Remaining proceeds (if any) will be returned to the Depositor

13. Indemnification

The Depositor agrees to:

• Indemnify and hold UPL harmless from all claims, damages, penalties, or losses arising from:
  
  • Shipment contents
  • Legal violations
  • Incorrect documentation
  • Carrier-related charges

14. Confidentiality

The Depositor authorizes UPL to share necessary shipment and business information with Carriers and partners for service execution.

15. Non-Exclusivity

This is a non-exclusive agreement:

• The Depositor may work with other logistics providers
• UPL may serve other clients

16. Record Retention

UPL will maintain records only as required by law unless otherwise agreed in writing.

17. Updates to Terms

UPL reserves the right to update these Terms & Conditions at any time.
The latest version will always apply and will supersede previous versions.