Terms of Service

WELCOME TO XHIPMENT

These Terms of Service ("Terms" or "Agreement") govern your access to and use of the Xhipment website (https://www.xhipment.com/), its associated technology platform, and the services offered thereon (collectively, the "Services"). The Services are owned and operated by Holaport Logistics Private Limited, an Indian company with its registered office at 91 Springboard Business Hub Pvt Ltd, B1/H3, Mohan Co-operative, Mathura Rd, Industrial Area, Block B, New Delhi, Delhi 110044 ("Xhipment," "we," "us," or "our").

Please read these Terms carefully before using our Services. By accessing or using the Services, clicking "I Agree" (or similar button or checkbox), or by continuing to use the Services, by accepting or executing an Order Form, you signify your acceptance of and agreement to be legally bound by these Terms and our Privacy Policy, which is incorporated herein by reference. If you do not agree to these Terms, you may not use the Services.

If you are using the Services on behalf of a company, organization, or other legal entity, you represent and warrant that you are authorized to bind such entity to these Terms, in which case the terms "you" and "your" shall refer to such entity.

1. DEFINITIONS

For the purpose of this Agreement, wherever the context so requires, the term:

  • "Agreement" refers to these Terms of Service, the Privacy Policy, and any other documents, policies, or specific agreements (such as Quotation Terms or End User License Agreements, where applicable) expressly incorporated by reference or entered into between you and Xhipment.
  • "User" or "you" refers collectively to any party, including but not limited to shippers, consignees, businesses, or individuals, and their respective employees, agents, or contractors, that accesses or uses the Xhipment Platform or Services.
  • "Platform" means the Xhipment website (https://www.xhipment.com/), and any associated applications, software, and technology provided by Xhipment to facilitate the Services.
  • "Freight Forwarding Services" means the coordination and arrangement of domestic and international transportation and logistics services, including but not limited to obtaining quotes, booking shipments, preparing documentation, and facilitating communication between Users and Third-Party Providers.
  • "Third-Party Providers" means any independent third parties that provide actual transportation, logistics, customs brokerage, insurance, warehousing, or other related services, including but not limited to carriers (ocean, air, land), freight forwarders, NVOCCs, VOCCs, customs brokers, warehouse operators, and insurers.
  • "Force Majeure Event" shall mean any event that is beyond the reasonable control of Xhipment and shall include, without limitation, sabotage, fire, flood, explosion, act of God, pandemic, epidemic, civil commotion, strikes, lockouts or industrial action of any kind, riots, insurrection, war, acts of government or governmental restrictions, port congestion, customs delays, computer hacking, civil disturbances, unauthorized access to computer data and storage device, computer crashes, virus attacks, breach of security and encryption, and any other similar events not within the control of Xhipment and which Xhipment is not able to overcome with reasonable diligence.
  • "Information" is a reference to any requests for quotes you list, any information you provide to Xhipment or other users of the Platform in the registration, quotation, or shipping process, in public messages, through any email feature, and includes descriptions of the cargo, services required, and any content you post within the Platform.
  • "Intellectual Property" means patents, trademarks, service marks, trade names, copyrights, trade secrets, know-how, inventions, designs, processes, works of authorship, software, documentation, computer programs, and technical data and information, and applications, licenses, and rights with respect to the foregoing.
  • "Confidential Information" means all non-public information disclosed by one party to the other, whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. It includes, but is not limited to, business plans, customer lists, financial data, and the terms of any specific service agreement between you and Xhipment. It does not include information that (i) is or becomes generally known to the public without breach of any obligation owed to the disclosing party; (ii) was known to the receiving party prior to its disclosure by the disclosing party without breach of any obligation owed to the disclosing party; (iii) is received from a third party without breach of any obligation owed to the disclosing party; or (iv) was independently developed by the receiving party.
2. SCOPE OF XHIPMENT'S SERVICES

2.1. Xhipment provides a digital platform to facilitate global freight forwarding solutions. Our Services include providing quotations, booking shipments, managing documentation, providing tracking information (where available from Third-Party Providers), and coordinating communication related to freight movements.

2.2. Xhipment as a Digital Facilitator: You acknowledge and agree that Xhipment is a digital freight forwarder and technology platform. Xhipment does not own, operate, or control any physical transportation assets such as vessels, aircraft, trucks, or warehouses, nor does it directly perform physical carriage, storage, or customs clearance of goods. Xhipment acts as an intermediary to connect Users with Third-Party Providers who perform these physical logistics services.

2.3. No Guarantee of Service from Third-Party Providers: While Xhipment facilitates the engagement of Third-Party Providers, we do not guarantee the performance, availability, or timeliness of services provided by any Third-Party Provider. Xhipment is not responsible for the acts, omissions, errors, or negligence of any Third-Party Providers.

2.4. Quotations and Bookings: All quotations provided through the Platform are based on information available at the time of quotation and are subject to change due to factors including, but not limited to, carrier rate changes, fuel surcharges, changes in cargo details, or other conditions affecting transportation, which may be outside Xhipment's control. Specific terms related to quotations and bookings will be detailed in separate "Quotation Terms" or service agreements.

3. USER ACCOUNTS AND OBLIGATIONS

3.1. Account Registration: To access certain features of the Services, you may be required to register for an account. You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete.

3.2. Account Security: You are responsible for safeguarding your account password and for any activities or actions under your account, whether or not you have authorized such activities or actions. You will notify Xhipment immediately of any unauthorized use of your account. Xhipment is not liable for any loss or damage arising from your failure to comply with this security obligation.

3.3. User Conduct and Responsibilities:

  1. You agree to use the Services only for lawful purposes and in accordance with these Terms and all applicable laws and regulations (including export/import control, customs, and transportation laws).
  2. You are solely responsible for the accuracy, legality, and completeness of all Information you provide to Xhipment, including but not limited to cargo descriptions, weights, dimensions, and customs declarations. Inaccurate information may lead to delays, additional charges, or legal penalties, for which Xhipment will not be liable.
  3. You warrant that you have all necessary rights, licenses, and permissions for the cargo you intend to ship and that the cargo complies with all applicable laws of the origin, transit, and destination countries.
  4. You shall not ship or attempt to ship any prohibited, illegal, hazardous (unless properly declared and agreed to by Xhipment and the relevant Third-Party Providers in writing), or restricted goods.
  5. You will not interfere with or disrupt the integrity or performance of the Services or the data contained therein.
  6. You will not attempt to gain unauthorized access to the Services or its related systems or networks.
4. FEES AND PAYMENT

4.1. Fees for Freight Forwarding Services and any other services provided by Xhipment will be communicated to you in a quotation or a separate service agreement. You agree to pay all applicable fees and charges as specified.

4.2. Payment terms, including due dates and acceptable methods of payment, will be specified in the invoice or relevant service agreement. Late payments may incur interest at a rate specified by Xhipment or the maximum rate permitted by law.

4.3. All fees are exclusive of any applicable taxes (such as GST, VAT), duties, levies, or other governmental charges, which will be your responsibility unless otherwise stated. If withholding taxes are applicable, you agree to pay such additional amounts as are necessary to ensure Xhipment receives the full invoiced amount.

5. INTELLECTUAL PROPERTY

5.1. Xhipment and its licensors exclusively own all right, title, and interest in and to the Platform and Services, including all associated Intellectual Property rights therein. You acknowledge that you are granted no rights in or to the Platform or Services other than the limited, non-exclusive, non-transferable, revocable license to access and use the Services in accordance with these Terms.

5.2. You shall not copy, modify, distribute, sell, lease, or create derivative works from any part of our Services or included software, nor may you reverse engineer or attempt to extract the source code of that software, except as laws prohibit these restrictions or you have our written permission.

5.3. Any feedback, comments, or suggestions you may provide regarding Xhipment or the Services is entirely voluntary, and we will be free to use such feedback, comments, or suggestions as we see fit and without any obligation to you.

6. CONFIDENTIALITY

6.1. Each party agrees to protect the other's Confidential Information from unauthorized use, access, or disclosure in the same manner that it protects its own confidential information of a similar nature, and in any event, with no less than reasonable care.

6.2. A party may disclose Confidential Information if required by law, regulation, or court order, provided that the disclosing party (if legally permitted) gives the other party prior notice of such disclosure and a reasonable opportunity to contest such disclosure.

7. DATA PRIVACY

Your use of the Services is also subject to Xhipment's Privacy Policy . By using the Services, you consent to the collection, use, and sharing of your information as described in the Privacy Policy.

8. THIRD-PARTY SERVICES AND LINKS

8.1. The Services rely on and may facilitate your access to services from Third-Party Providers (e.g., carriers, customs brokers). Xhipment is not responsible for and does not endorse, and you agree Xhipment will have no liability for, the services, actions, omissions, or information of any Third-Party Provider. Your engagement with any Third-Party Provider is subject to their terms and conditions and privacy policies.

8.2. The Platform may contain links to third-party websites or resources. Xhipment provides these links only as a convenience and is not responsible for the content, products, or services on or available from those websites or resources, or links displayed on such sites. You acknowledge sole responsibility for and assume all risk arising from your use of any third-party websites or resources.

9. DISCLAIMERS

9.1. THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.

9.2. XHIPMENT DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. XHIPMENT MAKES NO WARRANTY REGARDING THE QUALITY, ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS, OR RELIABILITY OF ANY INFORMATION OR CONTENT OBTAINED THROUGH THE SERVICES, INCLUDING INFORMATION PROVIDED BY THIRD-PARTY PROVIDERS (SUCH AS ETA, TRACKING UPDATES).

9.3. XHIPMENT IS NOT A CARRIER, BAILEE, WAREHOUSEMAN, OR INSURER. XHIPMENT UNDERTAKES TO USE REASONABLE SKILL AND CARE IN THE SELECTION OF THIRD-PARTY PROVIDERS BUT DOES NOT GUARANTEE THEIR PERFORMANCE. ANY DELAYS, LOSS, DAMAGE, OR FAILURE IN THE PROVISION OF PHYSICAL LOGISTICS SERVICES ARE THE RESPONSIBILITY OF THE RELEVANT THIRD-PARTY PROVIDER(S), SUBJECT TO THEIR TERMS AND CONDITIONS AND APPLICABLE LAW. Xhipment shall not be held liable for delays caused by or not attributable to them directly including but not limited to customs inspections, port congestion, carrier operational issues, or inaccurate documentation provided by the User.

9.4. Xhipment does not verify the accuracy of Information provided by Users or Third-Party Providers and disclaims all liability for any errors or omissions in such Information.

10. LIMITATION OF LIABILITY

10.1. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER XHIPMENT NOR ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS, OR LICENSORS WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF XHIPMENT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (I) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES; (II) THE CONDUCT OR CONTENT OF ANY THIRD PARTY (INCLUDING THIRD-PARTY PROVIDERS) ON OR RELATED TO THE SERVICES; (III) ANY CONTENT OBTAINED FROM THE SERVICES; (IV) UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT; OR (V) ANY DELAY, FAILURE, OR DISRUPTION OF SERVICES PROVIDED BY THIRD-PARTY PROVIDERS OR DUE TO A FORCE MAJEURE EVENT.

10.2. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, XHIPMENT'S TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE SERVICES OR OTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, SHALL NOT EXCEED ONE HUNDRED US DOLLARS (USD 100.00).

11. INDEMNIFICATION

You agree to indemnify, defend, and hold harmless Xhipment and its affiliates, officers, directors, employees, agents, licensors, and suppliers from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees) that such parties may incur as a result of or arising from (i) your use of the Services, (ii) your violation of these Terms or any applicable law or regulation, (iii) your violation of any rights of any third party, including Third-Party Providers, (iv) any Information you submit or transmit through the Services, or (v) your willful misconduct or negligence. Xhipment reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with Xhipment in asserting any available defenses.

12. FORCE MAJEURE

Xhipment shall not be liable for any failure or delay in performing its obligations under this Agreement if such failure or delay is caused by a Force Majeure Event. In the event of a Force Majeure Event, Xhipment will use reasonable efforts to notify you of the circumstances and to resume performance as soon as reasonably practicable. If a Force Majeure Event continues for more than thirty (30) consecutive days, either party may terminate the affected Services upon written notice to the other. This provision does not excuse your obligation to pay for Services already performed.

14. GOVERNING LAW AND DISPUTE RESOLUTION

14.1. Governing Law: These Terms and any action related thereto will be governed by the laws of India, without regard to its conflict of laws principles.

14.2. Dispute Resolution:

  1. Negotiation: In the event of any dispute, claim, question, or disagreement arising from or relating to this Agreement or the breach thereof, the parties hereto shall use their best efforts to settle the dispute, claim, question, or disagreement. To this effect, they shall consult and negotiate with each other in good faith and, recognizing their mutual interests, attempt to reach a just and equitable solution satisfactory to both parties.
  2. Jurisdiction: If negotiations do not resolve the dispute within thirty (30) days of a written notice of dispute from one party to the other, the dispute shall be exclusively and finally resolved by the competent courts located in the city of Bengaluru, Karnataka.
15. MODIFICATIONS TO TERMS OR SERVICES

Xhipment reserves the right, at its sole discretion, to modify or replace these Terms at any time. If a revision is material, we will provide at least 15 days' notice prior to any new terms taking effect, which may be given by posting the revised Terms on the Platform or by sending an email to the address associated with your account. What constitutes a material change will be determined at our sole discretion. By continuing to access or use our Services after any revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you are no longer authorized to use the Services and should discontinue use. Xhipment may also change, suspend, or discontinue any aspect of the Services at any time without notice or liability.

16. GENERAL PROVISIONS

16.1. Entire Agreement: These Terms, together with the Privacy Policy and any other legal notices or terms published by Xhipment on the Platform (including any specific Quotation Terms or Service Agreements executed separately), shall constitute the entire agreement between you and Xhipment concerning the Services and supersede all prior or contemporaneous communications and proposals (whether oral, written, or electronic) between you and Xhipment.

16.2. Severability: If any provision of these Terms is found to be unenforceable or invalid by a court of competent jurisdiction, that provision will be limited or eliminated to the minimum extent necessary so that the Terms will otherwise remain in full force and effect and enforceable.

16.3. Waiver: No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term, and Xhipment's failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

16.4. Assignment: These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you without Xhipment's prior written consent, but may be assigned by Xhipment without restriction or your consent. Any attempted assignment by you in violation of this provision will be null and void.

16.5. Notices: Any notices or other communications provided by Xhipment under these Terms, including those regarding modifications to this Agreement, will be given: (i) via email; or (ii) by posting to the Platform. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted. Notices to Xhipment should be sent to legal@xhipment.com or its registered office address.

16.6. Relationship of Parties: Nothing in these Terms shall be construed as creating a partnership, joint venture, agency, or employment relationship between the parties. You acknowledge that Third-Party Providers are independent contractors and not agents or employees of Xhipment.

16.7. Headings: The section headings in these Terms are for convenience only and have no legal or contractual effect.

17. CONTACT INFORMATION

If you have any questions about these Terms, please contact Xhipment at: support@xhipment.com