​Terms and Conditions for Warehousing and Distribution Services

1. Transplace Mexico, LLC (“Transplace”) warehousing and distribution services are based upon either a Full Release Value tariff or a customized scope and rates on the terms and conditions stated herein. These contractual provisions govern all warehousing, distribution and related services provided by Transplace in its capacity as a warehouseman. The current Full Release Value tariff is available upon written request.
2. Transplace shall provide customized distribution services as set forth in the attached Scope of Services document (the “Scope”). Additional services may be added by mutual written agreement.
3. The rates set forth in the attached Rate Schedule supersede the rates stated in the Full Release Value tariff. The Rate Schedule establishes a minimum charge for services, identifies any additional services and establishes the rate for each additional service.
4. The rates quoted do not include insurance. You may purchase insurance from Transplace, but unless otherwise agreed in writing and signed by both the Customer and Transplace, your goods are not insured through Transplace against risks of loss or damage.
5. Receipt of goods by Transplace is evidence of Customer’s acceptance of these terms and conditions. All goods received at the warehouse must be properly marked and packed for handling. At or before receipt at the warehouse, you must provide to Transplace a manifest showing marks, brands or other identification, together with instructions for handling and distribution.
6. Each unit of goods that is subject to an “in and out” charge will be referred to in this agreement as a “lot”. No lots will be broken into sub-units for distribution, unless additional sorting is specified in the Scope. Unless specified to the contrary, in and out charges are included within the rates.
7. No goods will be released or delivered without instructions from your employee or agent.
8. You will receive regular invoices and unless other payment terms are shown on the face of the invoice, it is agreed that you will pay all invoices prior to delivery or within fifteen (15) of the invoice date if you have established credit with us. No goods will be delivered unless all charges have been paid. If goods are released without payment under an extension of credit by Transplace, goods remaining in the warehouse, together with any goods that may thereafter be received by the warehouse, will be subject to a lien for any unpaid charges and advances.
9. Transplace limits its legal liability for total loss, visible damage or delay consistent with industry standard released values in consideration for reduced rates. In the case of total loss or damage for which Transplace is liable, the amount of Transplace’ liability is limited to a released value of US fifty cents ($0.50) per pound, maximum fifty dollars ($50.00) per lot or five hundred dollars ($500) per shipment, unless additional value has been declared by Customer and a higher rate paid. The higher released value must be submitted to Transplace in writing prior to performance of services and the Customer must acknowledge and accept in writing the additional charges established by Transplace.
10. When providing warehousing and distribution services, Transplace will not be liable for loss or visible damage to goods, however caused, including but not limited to fire, rust, normal wear and tear, leakage, moisture, strikes, burglary, pilferage, storms, acts of God and any other events beyond its control, unless such loss or damage results from Transplace’ failure to exercise the reasonable care and diligence required by law under the circumstances, in which case Transplace’ liability will be limited to the released value established above in Paragraph 9.
11. Under no circumstances will Transplace be liable for shrinkage, mysterious disappearance, concealed, consequential, incidental, or punitive damages.
12. Note that when goods are actually in transit by motor, air, ocean or other contract of carriage, different released values, terms, conditions and limitations of liability will be applicable.
13. Transplace will not be liable for any act, omission or default in connection with any warehousing or distribution service, unless a preliminary notice of claim is presented within fourteen (14) days from date of delivery, and a formal claim is presented within one hundred eighty (180) days from the date of the incident. Claims must be in writing and contain a description of the damage or loss, receipt number and evidence of the amount of the loss.
14. Under no circumstances will Customer be allowed to offset or deduct any claim from amounts due Transplace.
15. The foregoing terms and conditions shall be construed according to the laws of the state where the goods are stored. If Customer and Transplace have agreed to country specific trading and/or warehouse conditions, then, to the extent that deviations from such conditions are impermissible, anything contrary herein is void.