These Interline PLATFORM TERMS OF SERVICE govern the placement of bookings by you, as a Buyer, of freight services from airlines via the WebCargo by Freightos Interline Platform. The WebCargo by Freightos Interline Platform is made available by Freightos Hong Kong Limited, a Hong Kong company and its affiliates, including Freightos S.L.U., a Spanish corporation (collectively referred to as “Freightos”).
Freightos developed, hosts and operates a platform, referred to as the “Interline Platform”, that allows one airline to purchase air cargo services from another airline carrier (the “Carrier”). The Interline Platform is accessed over the Internet via a web browser by customers who have accepted these Terms of Service and received login information.
Use of the Interline Platform is made available to you as described below.
By accessing the Interline Platform to place an eBooking, you agree to these eBookings Terms of Service.
The following policies are included by reference in these Terms of Service: privacy and cookies. Personal data submitted in connection with the use of the Interline Platform will be processed pursuant to the Freightos Data Processing Addendum (DPA), incorporated by reference.
Definitions
In these Terms of Service the following terms shall have these definitions:
- Authorized User shall mean a natural person authorized to interact with the Interline Platform on behalf of a User.
- Buyer shall mean a User of the Interline Platform who is eligible to buy cargo services from a Carrier, and seeks to communicate with a Carrier and place eBookings with a Carrier through the use of the Interline Platform. Each Carrier may set its own criteria for Buyers that may place eBookings with that Carrier.
- Carrier shall mean any airline which sells air cargo services on the Interline Platform. Carriers have signed a separate Carrier eBooking agreement and integrated their IT systems with the Interline Platform.
- eBookings are commitments for cargo services between the Buyer and a Carrier. Subject to Carrier’s acceptance, Buyer has entered into an agreement with the Carrier at the moment that Buyer clicks to finalize the eBooking, and by doing so agrees to all of the details in the summary of that transaction. Carriers may impose penalties or charges for your failure to honor your commitments, in accordance with the direct agreements with you. Carriers, not Freightos, are responsible for honoring any eBookings and performing the applicable freight services. Buyer agrees that any and all terms, conditions, rules and restrictions included in the direct agreement between the Buyer and the Carrier will apply to the eBookings between the Buyer and the Carrier
- Interline Platform shall mean the online platform developed, hosted and operated by Freightos, that allows one airline to purchase air cargo services from another airline carrier.
- Party or Parties shall mean User and/or Freightos as the context implies.
- User or Users shall mean any airline using the Interline Platform to place or sell eBookings.
Freightos reserves the right to cancel the access to the Interline Platform to the Buyer and its Authorized Users due to the inactivity of the Interline Platform by the Buyer.
Accessing the Interline Platform
In order to access the Interline Platform, Buyers are required to enter into a Purchase Order for the use of the Interline Platform, after which they will receive login information.
Users access the Interline Platform via a web browser through the use of a username and password. The Buyer and its Authorized Users are responsible for establishing and providing the connection to the Platform using a standard web browser and internet connection. Only Authorized Users are permitted to access the Interline Platform. Buyer and each Authorized User shall be responsible for maintaining the secrecy of usernames and passwords. Buyer and each Authorized User agrees to notify Freightos if a username has been compromised.
Buyer is solely responsible for its use and its Authorized Users’ use of the Interline Platform. Buyer and Authorized Users will not not use the Interline Platform for any illegal purpose, in infringement of copyright, trademark, intellectual property or property rights or laws, or in any manner or for any purpose that interferes with or disrupts other Buyers, Authorized Users, services or equipment, including Freightos users, services and equipment.
It is Freightos’s policy to comply with all applicable sanctions laws, regulations and orders (collectively, “Sanctions Laws”). Buyer and its Authorized Users shall not engage in any activity that would cause Freightos or its personnel to be in violation of Sanctions Laws. Throughout the term of this Agreement, Buyer and its Authorized Users represent, warrant, and agree that (i) it is not on, and will not be added to, the Specially Designated Nationals and Blocked Persons List (“SDN List”) administered by the Office of Foreign Assets Control (OFAC) of the U.S. Department of the Treasury, the European Union Consolidated Financial Sanctions List, or the United Nations Security Council Consolidated List, and (ii) it will not transact or deal pursuant to this Agreement with any person or entity that is on the SDN List, the European Union Consolidated Financial Sanctions List, or the United Nations Security Council Consolidated List.
User Conduct Guidelines
The following terms apply to the conduct of the Buyer and its Authorized Users when accessing or using the Interline Platform: (a) they will not interfere with or disrupt the Interline Platform or the servers or networks connected to the Interline Platform, or disobey any requirements, procedures, policies or regulations of networks connected to the Interline Platform; (b) they will not engage in any activity that would constitute a criminal offense or give rise to a civil liability; (c) they will not impersonate any person or entity, including, but not limited to Freightos or any Freightos representative, or falsely state or otherwise misrepresent any affiliation with any person or entity; and (d) they will not interfere with any other user’s right to privacy, including by harvesting or collecting personally-identifiable information about users of the Interline Platform or posting private information about a third party.
Specifically, Buyer and each of its Authorized Users shall make reasonable use of the Interline Platform, using it for its intended purpose only, and shall not: (i) circumvent, disable or otherwise interfere with the Interline Platform; (ii) violate or abuse password protections governing access to the Interline Platform; (iii) allow any third party to use the Interline Platform or assign, release, transfer or sell the Interline Platform or any part thereof to any third party; (iv) copy, modify, reverse engineer, decompile, disassemble or derive, or attempt to derive, the source code of the Interline Platform or related services or any components thereof; (v) use the Interline Platform to develop a competing service or product; (vi) reproduce, duplicate, publish, disclose, distribute, license, sub-license, relicense, or use the Interline Platform as a basis for a derivative platform except as specifically authorized by Freightos in writing, (vii) use any automated means to access the Interline Platform; (viii) take any action that imposes or may impose, at Freightos’s sole discretion, a disproportionately large load on the Freightos infrastructure; (ix) interfere or attempt to interfere with the integrity or proper working of the Interline Platform; (x) remove, deface, obscure, or alter Freightos’s, or any third party’s, copyright notices, trademarks, or other proprietary rights affixed to or provided as part of the Interline Platform, or use or display logos differing from those of Freightos; (xi) impersonate any person or entity, including, but not limited to Freightos or any Freightos representative, or falsely state or otherwise misrepresent any affiliation with any person or entity; (xii) interfere with any other user’s right to privacy, including by harvesting or collecting personally-identifiable information about users of the Interline Platform or posting private information about a third party; (xiii) use the Interline Platform in any unlawful manner or in breach of this Agreement, or (xiv) “crawl” the Interline Platform or collect statistics, for the purpose of gathering data, or for the purpose of placing an eBooking through a channel other than Interline Platform.
The Interline Platform and the Freightos website were developed by and are solely owned by Freightos and/or its affiliated companies and it will remain the exclusive property of Freightos and/or its affiliated companies.
eBooking and Role of Freightos as a Platform Only
The role of Freightos’s Interline Platform is to enable eBookings. An eBooking request sent from a Buyer to a Carrier followed by an eBooking confirmation returned to the Buyer may result in a binding booking between the Buyer and Carrier; Freightos is in no way a party to any eBooking. Freightos’s role is limited to that of the technical platform through which the eBookings are placed.
Access to rates and capacity may be dependent on the Buyer having a direct agreement with the Carrier. When you click “book now,” you will be entering into a binding eBooking contract with the Carrier. If you do not have a direct agreement with the Carrier, then your eBooking will be governed by the Carrier’s general terms of service or whatever law and terms the Carrier will impose upon you as Buyer. You are encouraged to seek your own legal advice and where necessary discuss terms directly with the Carrier.
The role of the Interline Platform is always limited to enabling the technical transmission of messages and placing of eBookings, including data syntax translations and mappings as needed. Freightos does not provide freight services of any kind, including but not limited to: Freightos does not ship cargo, is not an insurer or otherwise involved in providing services connected to the shipment of cargo. Carriers are not agents, contractors, or otherwise affiliated entities of Freightos. Freightos does not endorse any Carrier, in any way supervise, direct or control a Carrier’s performance of freight services, nor does Freightos warrant that any Carrier will meet Buyer’s expectations in performing freight services. Freightos is not obliged to conduct background checks on any Carrier, but might do so on a discretionary basis. Freightos never places eBookings on its own behalf, and Freightos never alters the business semantics of the eBookings placed through the Interline Platform. The access to and use of the Interline Platform is at Buyer’s own risk.
Services and Support
Freightos will make the Interline Platform available to the Buyer as described in these Terms of Service. In Freightos’ efforts to improve the Interline Platform, features are subject to change or may be discontinued at Freightos’ discretion. The Interline Platform is currently usable on PCs, Macs, and certain tablets and smartphones.
All support requests should be sent to [email protected] or via other support contact methods published on webcargo.co from time to time.
Freightos will use reasonable commercial efforts to make the Interline Platform available at least 99.9% of the time, however no guaranteed service level agreement is provided. Freightos may schedule downtime for maintenance work of up to twenty (20) hours each calendar month, but not more than 100 hours per calendar year, announced in advance to Interline Users by email or by posting a notification on the Interline Platform.
Freightos Pay
- Freightos may partner with one or more financial service companies (the “Payments Service Providers”) to enable Buyers to make payments to Carriers in connection with eBookings (the “Payments Service”). The Payments Service Providers will facilitate payments by Buyers to Carriers via the Interline Platform. Buyers that place eBookings may be given the option to pay Carriers for services through this Payments Service to be branded Freightos Pay. Notwithstanding that Freightos and its Payments Service Providers partners may make a payment mechanism available as part of the Interline Platform, Freightos will not be a party to any eBookings, neither as a customer, nor as a freight service provider; Freightos’ offering of the Payments Service shall not alter or affect the relationship between Buyers and Carriers; Freightos shall not be liable to Buyers or Carriers in connection with cargo and associated services rendered in connection with eBookings via the Interline Platform. Payments to Carriers (other than fees to Freightos) will not pass into Freightos’ legal ownership at any time from payment initiation to completed payout.
- Buyers using Freightos Pay may remit payment (via credit card, debit card, ACH, SEPA transfer or other approved payment method, as will be accepted in the region and by the Interline Platform at Freightos’ discretion) to one or more accounts (the “Accounts”) held by Freightos with one or more Payments Service Providers, or held by the Payments Service Providers as a custodial account with payments directed by Freightos, that are for the benefit of Carriers (and other sellers). Freightos may establish the Accounts to be able to receive funds in different currencies. By using Freightos Pay, you grant Freightos the right to instruct the Payments Service Providers on the use of funds in the accounts, including to receive funds from you and to then send funds to Carriers (and other sellers) in connection with the eBookings.
- Carriers will issue invoices to Freightos for accounts of Buyers for freight services rendered pursuant to eBookings, whenever Buyer chooses to pay via Freightos Pay (“Paid eBookings”). Freightos will, from time to time, but no less often than twice a month, direct the Payments Service Providers to make payments to Carriers to satisfy the payment obligations of Buyers represented by those invoices for services successfully rendered by Carriers. Freightos will issue invoices to Buyers clearly marked as being on behalf of specific Carriers. Airway bills for Paid eBookings will be issued to Buyers either directly by Carriers or by Freightos on behalf of Carriers.
- Carriers will be paid in the currency in which prices were quoted and booked (typically the currency of the origin country). Freightos may collect from a Buyer payments in another currency convenient for the Buyer, and any fee associated with such collection as determined by Freightos will be borne by Buyer.
- In certain circumstances, Buyers may deposit funds into one or more Accounts to be held pending eBookings (“Prepaid wallet”). Funds in Prepaid wallets will only be paid to a Carrier following successful provision of services, or returned to Buyers should they decide to no longer utilize the Interline Platform.
- Buyers and Carriers will need to resolve any disputes that may arise between them. Freightos will assist Buyers and Carriers to resolve any such disputes by providing them with information from the Interline Platform about the provision of services pursuant to an eBooking. In order for Freightos to provide that assistance, Buyers and Carriers must provide timely information to Freightos with regards to changes in weight or volume (identified post tendering at the ground handling agent), flights, etc.
- In consideration for making the Payments Service available, Freightos will charge a fee, typically a percentage of the total freight cost, which will be clearly shown to Buyer prior to confirming the eBooking with Freightos Pay (“Buyer Payment Fee”).
- Payment terms Freightos and/or a Payment Service Provider may, at their discretion, offer some Buyers payment terms in connection with eBookings. For example, certain Buyers may be allowed to pay for eBookings “net 60”, meaning that payment is due no later than 60 days from the end of the calendar month during which the cargo departs its port of origin. Similarly, Freightos may from time to time offer other payment terms such as net 30 or 45 days from departure. There will typically be an additional Buyer Payment Fee assessed in connection with these payment terms, which must be agreed to by Buyer prior to placing an eBooking with such payment terms. In case payments are not settled by a Buyer in accordance with the payment terms, Freightos has the right to cancel any outstanding eBookings of that Buyer, and to charge a special late fee in addition to any other fees, which will be 1.5% per month or part of a month delay, unless otherwise shown at the time of booking. Freightos will typically only provide payment terms after a Buyer has applied for a credit line and cooperated with Freightos’s credit check and KYC (know your customer) procedures. Freightos may change or cancel any Buyer’s credit limit at any time and at its sole discretion. In case of a bankruptcy, winding up or similar process of a Buyer, all outstanding payments will be due immediately.
Termination of Access
Freightos may terminate Buyer’s access, or any Authorized User’s access, to the Interline Platform immediately for breach of these Terms of Service or any of Freightos’ other policies in connection with the use of the Interline Platform.
Anonymous Data
User grants F Buyer grants Freightos and its affiliated companies permission to use aggregated anonymous data generated by the Buyer, including data derived from searches and eBookings to generate aggregate, anonymous, statistical data, which will not identify User (“Anonymous Data”), and to use such Anonymous Data in any manner in which Freightos sees fit, including selling such Anonymous Data. This Anonymous Data is not Confidential Information for purposes of these Terms of Service.
Links and Third Party Content
Certain content, components or features of the Interline Platform may include materials from third parties and/or hyperlinks to other websites, resources or content and therefore be subject to third parties’ terms and conditions. Because Freightos may have no control over such third party websites and/or contents, Freightos is not responsible for the availability of such websites or resources and does not endorse or warrant any accuracy of any such websites or resources, and shall in no way be liable or responsible for any content, advertising, products or materials on or available from such websites or resources. Freightos is not responsible or liable in any way for any damages that incurs or is alleged to be incurred, either directly or indirectly, as a result of use and/or reliance upon any such third-party contents, advertising, products or materials on or available from such websites or resources.
Confidentiality
In these Terms of Service “Confidential Information” means any information (including materials, drawings, specifications, photographs, computer code, computer programs, software, data, formulae, processes, know-how, any technical or commercial information), reports, papers, correspondence or documents which is disclosed by or on behalf of one Party to the other, or to any of such other’s employees, officers, agents, representatives or servants, in whatever form (including written, oral, visual or electronic), and which is, or which should reasonably be expected to be, of a confidential nature.
The Party receiving or acquiring Confidential Information (the “Receiving Party”) from the other Party (the “Disclosing Party”) undertakes for so long as such Confidential Information remains confidential in character: (i) to keep all such Confidential Information confidential and ensure it is protected against theft or other unauthorized access; (ii) not to communicate or otherwise make available any such Confidential Information to any third party except with specific prior written consent from the Disclosing Party; (iii) to disclose Confidential Information only to such personnel employed by the Receiving Party who have specific need to receive such Confidential Information in connection with the Interline Platform, and who are aware and have accepted that the Confidential Information is, and should be treated as, of a confidential nature; and (iv) not to use, or allow to be used, Confidential Information other than solely for or in relation to the Interline Platform, unless (and then only to the extent to which) any other use shall have been specifically authorized in writing by the Disclosing Party.
The obligations above shall not apply, or shall cease to apply, to such Confidential Information that: (i) has become public knowledge other than through any fault of the Receiving Party; (ii) was already known to the Receiving Party prior to disclosure by the Disclosing Party; (iii) was independently developed by the Receiving Party without recourse to or use of any Confidential Information; (iv) has been received by the Receiving Party from a third party who did not acquire it in confidence from the Disclosing Party, or someone owing a duty of confidence to the Disclosing Party; or (v) the Receiving Party is required to disclose by law or by a requirement of a regulatory body.
The obligations of confidentiality in these Terms of Service shall apply to all Confidential Information disclosed by the Parties and shall remain in force notwithstanding termination of Buyer’s use of the Interline Platform.
Data Privacy
Obligations of the Parties in complying with the data protection regulatory framework are set out in Freightos’s data privacy policy, which may be amended from time to time.
Carriers and Third-Parties Terms and Conditions
By clicking “Book this Shipment” on the Interline Platform, Buyer is placing an eBooking in accordance with the terms and conditions of the Buyer’s direct agreement with the relevant Carrier, and any specific conditions applicable to the services related to the eBooking. These regulations and terms and conditions may be updated from time to time, and the regulations and terms in effect at the time of any eBooking will govern the relevant transaction. Buyers are responsible to be aware of and review the terms applicable for each eBooking, and to confirm that any eBooking meets their needs as intended before physically handing over the cargo.
Disclaimer of Warranties
The Interline Platform is provided “as is” without any accuracy or completeness warranty whatsoever.
The Buyer acknowledges and accepts that the data may contain inaccuracies and is dynamic and in a constant state of maintenance, correction and update which may result in changes during the term of Buyer’s use of the Interline Platform. Freightos shall operate and maintain the Interline Platform, contingent upon Freightos’ network and equipment capacity, and connection availability. The Buyer acknowledges and accepts that Freightos does not operate or control the internet or the world wide web. The Buyer further acknowledges and accepts that from time to time the Freightos website and Interline Platform may not be accessible due to maintenance.
The Buyer acknowledges and accepts that from time to time the API of any carrier may not be accessible due to maintenance of the carrier.
Limitation of Liability
To the fullest extent permissible by applicable law, in no event shall Freightos and/or any affiliates, members, officials, employees, representatives or agents of Freightos, or their respective successors, heirs, and assigns (collectively, “Freightos Parties”), whether individually or personally or otherwise, be liable to Buyer for any personal injury, property damage, lost profits, cost of substitute goods or services, loss of data, loss of goodwill, work stoppage, computer and/or device or technology failure or malfunction or for any form of direct or indirect, special, incidental, consequential, exemplary or punitive damages based on any causes of action arising out of use of the Interline Platform or the software solutions or any alleged failure of performance, error, omission, interruption, deletion, defect, or delay in service, operation, or transmission of data, the Interline Platform or Freightos websites, or any alleged computer virus, communication line failure, theft or destruction of property, and/or unauthorized access to, alteration of, or use of or posting of any record, content, or technology, pertaining to or on the Interline Platform. Buyer agrees that this limitation of liability applies whether such allegations are for breach of contract, tortious behavior, negligence, or fall under any other cause of action, regardless of the basis upon which liability is claimed and even if Freightos Parties have been advised of the possibility of such loss or damage. Without limiting the generality of the foregoing, Buyer also specifically acknowledges that the Freightos Parties are not liable for any actual or alleged defamatory, offensive, or illegal conduct of other Users of the Platform or any other third parties.
Buyer expressly agrees that any liability of Freightos Parties, to the Buyer, any Authorized User or any other person or entity affiliated with the Buyer, or their respective successors, heirs or assigns, for any loss or claim, including but not limited to any of the damages described above, resulting from the Buyer’s or any Authorized User’s use of or inability to access or use the Interline Platform, the data or any component thereof or any inaccuracy of the data, shall be limited in aggregate to the greater of any fees paid to Freightos in the twelve (12) months prior to the claim and US$10,000.00.
Buyer understands that the eBookings are between the Carrier and the Buyer and Freightos has no liability in respect to any eBookings. All terms and conditions governing the shipment of freight and all liability is exclusively between the Carrier and the Buyer and subject to those specific conditions of each Carrier or to the direct agreement between the Carrier and the Buyer.
Indemnification
Buyer agrees to indemnify and hold the Freightos Parties harmless from any and all claims, suits, losses, liabilities, costs and expenses, including attorneys’ fees, which arise directly or indirectly out of or in connection with any violation of the provisions of these Terms of Service. This indemnification obligation won’t apply in case of intentional behavior of Freightos provided such intentional behavior of Freightos is not caused by any violation by Buyer of these Terms of Service.
Freightos warrants and represents that Freightos has all necessary permits, licenses, rights and authorizations to enter into and perform in full its obligations under these Terms of Service, including ownership or valid licenses of all intellectual property rights (including but not limited to patents, if any, trademarks, database rights, copyrights, author rights, and design rights) which are necessary for the performance of any of its obligations under these Terms of Service. Freightos will defend, indemnify and hold Buyer harmless from any and all claims, suits, losses, liabilities, costs and expenses, including attorneys’ fees, related to patent, copyright or similar infringement (an “IP Claim”) provided you notify Freightos in writing immediately upon becoming aware of an IP Claim and cooperate fully in the defense of such IP Claim. Freightos shall have full and exclusive control of any defense and settlement of any such IP Claim.
Competent Jurisdiction and Applicable Law
In the eventuality of any dispute relating to the provision of the services or these Terms of Service, Freightos and Buyer will attempt to resolve the dispute between themselves. If an amicable resolution can not be found, the laws of England & Wales shall apply and the parties submit to the courts of England and Wales.
Miscellaneous
- These Terms of Service and any operating rules for the Interline Platform established by Freightos constitute the entire agreement of the Parties with respect to the subject matter hereof, and supersede all previous written or oral agreements between the Parties with respect to such subject matter. The provisions of these Terms of Service are for the benefit of Freightos and its affiliates and each shall have the right to assert and enforce such provisions directly or on its own behalf. No waiver by either Party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default.
- The section headings are for convenience purposes only, and shall not affect in any way the meaning or interpretation of these Terms of Service. References to singular include the plural and to plural include the singular. References to a person shall include a corporate or government body. Words such as “including” and similar expressions shall not be read as words of limitation.
- Neither Freightos nor the Buyer shall be liable or deemed in default for any delays or failure in performance resulting directly or indirectly from any cause or circumstances beyond its reasonable control, including acts of God, war, embargoes, fire, flood, accidents, pandemics, strikes, shortages of transportation facilities, telecommunications facilities or software programs.
- If a court or administrative body finds any term or condition to be invalid or unenforceable hereof, the remaining terms and conditions hereof shall remain in full force to the maximum extent of the law.
- Freightos may list Buyer’s name and its standard logo in its public customer lists, press releases and the like. Buyer may list Freightos’s name and its standard logo in its public supplier/technology lists. Other publicity requires the consent of the other Party.
These Terms of Service may be modified from time to time. The newest version available at the time of any eBooking will govern the Parties for that eBooking.