Standard Terms and Conditions
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The following terms and conditions (“Terms”) apply to all visitors and users of the various websites, including but not limited to www.bilsi.com (collectively, the “Sites”) which are owned and operated by BI Logistics Services Inc. (“BILSI”). By accessing the Sites and using the various services made available through the Sites, including the freight brokerage and related services (“Services”), you indicate your acknowledgment and acceptance of these Terms. PLEASE READ THE TERMS CAREFULLY BEFORE USING THE SITES. YOU AGREE TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS OF SITES THROUGH YOUR CONTINUED USE OF THE SITES. IF YOU DO NOT AGREE TO BE BOUND BY THE TERMS, YOU ARE NOT PERMITTED TO USE THE SERVICES OR ACCESS THE SITES.
Please note that the Terms and any other policies or guidelines governing the Sites are subject to change by BILSI at any time in our sole discretion. Any changes will be effective upon the posting of the revisions on the Sites. Your use of the Sites will be subject to the most current version of the Terms posted on the Sites at the time of such use. Your continued use of the Sites after such changes are implemented constitutes your acknowledgment and acceptance of the changes. Please consult these Terms regularly. If you do not agree to any changes to these Terms, please immediately discontinue your use of the Sites.
You also understand and agree that we may amend, alter, suspend or discontinue any aspect of the Sites or the Services at any time, including the availability of any Sites’ features, content, functionality or aspect in our sole discretion without notice to you.
We may at times require that you register and/or set up an account to use certain portions of the Sites, or the Sites as a whole. In order to do so, you may be provided, or be required to choose, a password, user ID, and/or other registration information, including, but not limited to, personal information such as a current/valid email address, your first and last name and your country of residence (collectively, “Registration Information”). You agree and represent that all Registration Information provided by you is accurate and up-to-date. If any of your Registration Information changes, you must update it by sending the corrected Registration Information to us at: or by using the appropriate update mechanism on the Sites, if available. If BILSI believes that the Registration Information you provide is not correct, current, or complete, BILSI reserves the right to refuse you access to the Sites and/or Services, and to terminate or suspend your access or account at any time. Additionally, if (i) you leave your account or inactive for a lengthy period of time; or (ii) we believe that your account has been compromised, then BILSI may also terminate or suspend your account. However, BILSI has no obligation to verify the accuracy, currency completeness or usefulness of any Registration Information that you have provided to the Sites.
If you register and/or set up an account on the Sites, you will be solely responsible for maintaining the confidentiality of any user ID, password, and similar information. You may not authorize others to use your user ID, password, or similar information. You are solely responsible for all usage or activity on your account including, but not limited to, use of the account by any person who uses your Registration Information, with or without authorization, or who has access to any computer on which your account resides or is accessible.
If you have reason to believe that your account is no longer secure (for example, following a loss, theft or unauthorized disclosure or use of your Registration Information), you must promptly change the affected Registration Information by using the appropriate update mechanism on the Sites, if available, or notify us at •. We reserve the right to immediately deactivate your account and depending on the circumstances of the security breach, may allow you to open a new account.
The Sites contain text, graphics, photos, software, logos, icons and other materials (“Sites Content”) furnished by BILSI which is owned by BILSI. The Sites may also contain text, graphics, photos, software, logos, icons and other materials, including (“Third Party Content”) that is owned or provided by persons other than BILSI (“Third Party Providers”)(the “Sites Content" and the “Third Party Content” are collectively, “Content”). BILSI makes no representations or warranties regarding the Content. Inclusion of information or materials from third parties on the Sites does not mean, unless expressly stated otherwise, that BILSI endorses or agrees with such information or materials. You understand that you have no proprietary rights in the Content and that the Third Party Providers retain all proprietary right, title or interest, including copyright, in their respective Third Party Content. You may not copy, sell, market, license, transfer, publish, reproduce, modify, display, reverse engineer, decompile, disassemble, adapt, translate, transmit, arrange, bundle, sublicense, export, merge, loan, rent, lease, assign, share, outsource, host, distribute in any way, prepare derivative works based on, re-post, create a database from, make available to any person or otherwise use, either directly or indirectly, any of the Content, in whole or in part, in an form or by any means whatsoever, be they physical, electronic or otherwise, for any public or commercial purpose, without the prior written consent of BILSI or the Third Party Providers. You may download Content from the Sites and may use the Sites for your personal use only, provided you keep intact all copyright and other proprietary notices.
The Content, its organization, design, compilation, advertising and all other material on the Sites, including without limitation, the “look and feel” of the Sites, all user interfaces, the Quote Calculator, and all associated and underlying software, know-how, methodologies, and processes are protected under applicable national and international copyright, trade-mark, trade secret and other intellectual property laws and are the property of us and our Third Party Providers. The Sites and the Services are copyrighted works of BILSI and we reserve all rights in and to the Sites and Services except as expressly provided. The copying, rearrangement, redistribution, modification, use or publication by you, directly or indirectly, of any part of the Sites or the Services are strictly prohibited except as expressly provided. The use of the Sites, software, the data generated by the software and other materials made available on the Sites are licensed to you on a non-exclusive, limited, revocable basis. You may print out or electronically store any or all of Sites’ webpages or screens but solely for your personal use
For greater clarity, you may not (i) use any meta tags or any other ‘hidden text’ which incorporate BILSI's name or trade-mark unless we give our prior written consent; (ii) scrape, frame or display information from the Sites for use in another website or service without our prior written consent; or (iii) place a hyperlink to the Sites on your site without our prior written consent.
‘BILSI’ is registered trade-marks of BILSI, and use of the Sites does not grant you a license to use our trade-marks. BILSI’s trade-marks may not be copied, downloaded, reproduced, used, modified or distributed in any way without our written permission. The BILSI logo is also BILSI trade-marks. All other trademarks or trade names displayed or referred to on the Sites are the property of their respective owners.
Other than connecting to our servers by http requests using a Web browser, you may not attempt to gain access to our servers by any means - including, without limitation, by using administrator passwords or by masquerading as an administrator while using the Sites or otherwise.
Use of the Services
In order to use the Services, you represent and warrant that (i) you are at least 18 years of age or are of the legal age of majority in your county; (ii) you have obtained all necessary permissions to enter into binding agreements with us, and (iii) you will use the Services provided by BILSI solely for lawful purposes in accordance with these Terms. If, in our opinion, your use of the Services may violate any laws, infringe upon another person’s rights, or breach these Terms, then BILSI may restrict your access to your account at any time or terminate your use of the Services entirely.
BILSI expects that you will access and use the Sites and Services in a respectful and responsible manner in accordance with applicable laws. You may have the opportunity to post to the blogs or forums located on the Sites or otherwise engage in dialogue with representatives of BILSI and users of the Sites and Services (“Customers”) through the Sites. BILSI welcomes your content, messages, ideas and commentary communicated to BILSI and other Customers through the Sites (collectively, a “Submission”). Of course, you are prohibited from using a false e-mail address, from impersonating another person or entity, or otherwise misleading BILSI or other Customers as to your identity when you are on the Sites or otherwise communicating with BILSI. BILSI may also refuse to grant you an ID or user name if such ID/user name is protected by trade-mark or other intellectual property laws or is unlawful or offensive, as determined by us in our sole discretion.
You further agree that you will use the Sites and Services for lawful purposes only and represent and warrant that you will not use the Sites or Services to:
(a) download, post, e-mail or otherwise transmit any Submission that is unlawful, harmful, threatening, abusive, harassing, tortuous, homophobic, sexist, defamatory, vulgar, obscene, inflammatory, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable, including but not limited to any Submission which encourages conduct that would constitute a criminal offence, violate the laws of others or otherwise violates any applicable local, provincial, national or international laws, including harms minors in any way;
(c) download, post, e-mail or otherwise transmit any Submission that infringes, misappropriates, or otherwise violates any third party’s copyright, patent, trade-mark, or other proprietary right of publicity or privacy, or encourages or enables any other party to do so;
(d) use the Sites, Services or any Content to post, e-mail or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
(e) upload, post, e-mail or otherwise transmit any Submission to the Sites that contains software viruses or any other computer code, files or programs designed to interrupt, destroy, alter, or limit the functionality of any computer software or hardware or telecommunications equipment or that imposes an unreasonable or disproportionately large load on the Sites’ infrastructure or limits the functionality of any BILSI’s or third party computer hardware, software, networks, or hardware or telecommunications equipment;
(f) interfere with or disrupt the Sites or servers or networks connected to the Sites, including attempting to interfere with the access of any other user, host or network, including without limitation, overloading, initiating, propagating, participating, directing or attempting any “denial of service” attacks, “spamming”, “crashing”, or “mail-bombing” the Sites or disobeying any requirements, procedures, policies or regulations of networks connected to the Sites;
(g) use manual or automated software, devices, scripts robots, other means or processes to access, “scrape,” “crawl” or “spider” any web pages or other services contained in the Sites;
(h) use bots or other automated methods to access the Sites or Services, add or download contacts, send or redirect messages, or perform other activities through LinkedIn, unless explicitly permitted by BILSI
(i) access, via automated or manual means or processes, the Sites or Services for purposes of monitoring the Sites’ availability, performance or functionality for any competitive purpose;
(j) engage in “framing,” “mirroring,” or otherwise simulating the appearance or function of the Sites or Services;
(k) attempt to or actually access the Sites or Services by any means other than through the interfaces provided by BILSI such as its mobile application or by using a web browser. This prohibition includes accessing or attempting to access the Sites using any third-party service, including software-as-a-service platforms that aggregate access to multiple services, including the Sites;
(l) attempt to or actually override any security component included in or underlying the Sites or Services;
(g) intentionally or unintentionally violate any applicable local, provincial, national or international law, rule or regulation applicable in connection with the Sites and Services; and
(h) collect or store personal information about other Customers of the Sites or Services or disseminate such personal information through a Submission or otherwise.
Any breach of the above representations, covenants and warranties may result in termination of your use of the Sites and the Services, and, if appropriate, referral to relevant law enforcement authorities. BILSI reserves the right, but has no obligation, to monitor Submissions. However, BILSI does reserve the right to remove any Submissions or material that in its sole opinion, violates or is alleged to violate, any applicable laws.
Additionally, you hereby grant to BILSI a royalty-free, perpetual, irrevocable, worldwide, non exclusive right and license to reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, copy, bundle, market, adapt, transmit, arrange, sublicense, export, merge, transfer, loan, rent, lease, assign, share, outsource, host, make available to any person, display or otherwise use any Submission communicated to BILSI by you through the Sites and the Services (including, without limitation, any ideas, concepts, inventions, know-how, techniques or any intellectual property contained therein) and to incorporate any Submission in other works in any form, media, or technology now known or later developed, including for advertising and promotion purposes, for any purpose, whatsoever, without any duty to account to you. In addition, you irrevocably waive all of your moral rights as author in respect of such Submission, however arising. BILSI will not be required to treat any Submission as confidential, and may use any Submission in its business without incurring any liability for royalties or any other consideration of any kind. For greater clarity, BILSI also reserves the right, in its sole discretion, to refuse to post any Submission that it receives from you.
Disclaimer of Warranties/Limitation of Liability
YOUR USE OF THE SITES, SERVICES AND CONTENT IS ENTIRELY AT YOUR OWN RISK. EXCEPT AS DESCRIBED ABOVE, EVERYTHING ON THE SITES, INCLUDING THE CONTENT, THE SERVICES AND ALL SUBMISSIONS, ARE PROVIDED ON “AS IS” AND “AS AVAILABLE” BASIS WITHOUT REPRESENTATIONS, WARRANTIES, GUARANTEES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED. BILSI EXPRESSLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, GUARANTEES AND CONDITIONS, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT OR NON-INFRINGEMENT OR THOSE ARISING OUT A COURSE OF DEALING OR USAGE OF TRADE. YOU ARE SOLELY RESPONSIBLE FOR ANY RESULTING DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA.
BILSI MAKES NO REPRESENTATIONS, WARRANTIES OR CONDITIONS REGARDING THE COMPLETENESS, ACCURACY, AVAILABILITY OR APPROPRIATENESS OF THE SITES, THE SERVICES OR THE CONTENT OR THEIR USEFULNESS FOR YOUR PURPOSES. FOR GREATER CLARITY, BILSI DOES NOT REPRESENT OR WARRANT THAT (I) THE SERVICES OR THE CONTENT CONTAINED IN THE SITES WILL BE UNINTERRUPTED, RELIABLE, ACCURATE, COMPLETE, SUITABLE, VALID, TRUTHFUL, ERROR-FREE OR WILL MEET YOUR REQUIREMENTS IN ANY WAY; (II) ANY DEFECTS IN THE SERVICES OR CONTENT WILL BE CORRECTED, OR THAT THE SITES OR THE SERVERS THAT MAKES THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; (III) THE USE OF THE SERVICES, THE CONTENT AND THE SITES WILL BE TIMELY, SECURE, OR ERROR-FREE; (IV) THE RESULTS THAT MAY BE OBTAINED FROM YOUR USE OF THE SERVICES, THE CONTENT OR THE SITES WILL BE ACCURATE, BENEFICIAL OR RELIABLE; OR (V) THE QUALITY OF ANY SERVICES OR CONTENT OBTAINED BY YOU THROUGH YOUR USE OF THE SITES WILL MEET YOUR EXPECTATIONS. THE SERVICES AND CONTENT MAY INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS, AND BILSI MAY MAKE CHANGES OR IMPROVEMENTS AT ANY TIME. FOR GREATER CLARITY, BILSI IS NOT LIABLE FOR ANY INABILITY TO ACCESS, DELAY IN ACCESSING, OR INTERRUPTIONS IN ACCESS TO YOUR ACCOUNT OR CONDUCTING TRANSACTIONS DUE TO UNAVAILABLE OR UNRELIABLE TELECOMMUNICATIONS NETWORKS OR INTERNET SERVICE PROVIDERS, INCOMPATIBLE OR MALFUNCTIONING EQUIPMENT, SOFTWARE YOU USE FOR SUCH ACCESS OR OTHERWISE.
IN NO EVENT SHALL BILSI, ITS DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, THIRD PARTY PROVIDERS, AGENTS OR ADVISORS BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY INDIRECT, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOSS OF INCOME, LOSS OF ANTICIPATED SALES, LOSS OF OPPORTUNITIES, BUSINESS INTERRUPTION, FAILURE TO REALIZE UNEXPECTED SAVINGS, DAMAGE TO PROPERTY, CLAIMS OF THIRD PARTIES, LOSS OF GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES OR OTHER ECONOMIC LOSS ARISING FROM: (I) YOUR USE OR INABILITY TO USE THE SITES, THE SERVICES OR THE CONTENT OBTAINED THROUGH THE SITES OR ANY SITE TO WHICH YOU HYPERLINK FROM THE SITES; (II) ANY THIRD PARTY CLAIMS THAT THE USE BY YOU OF THE SERVICES, THE CONTENT OR THE SITES VIOLATES ANY THIRD PARTY INTELLECTUAL PROPERTY RIGHT OR PRIVACY RIGHT; (III) ANY FAILURE OF PERFORMANCE OF THE SITES, SERVICES OR THE CONTENT, WHETHER RELATED TO ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUSES OR LINE FAILURE; (IV) ANY DAMAGES ARISING FROM COMMUNICATIONS OR TRANSACTIONS WITH OTHER CUSTOMERS OF THE SITES OR SERVICES, WHETHER THROUGH BLOGS, FORUMS OR OTHERWISE; OR (V) ANY OTHER MATTERS RELATING TO THE SITES, THE SERVICES, ANY SUBMISSIONS OR THE CONTENT, BASED IN CONTRACT, NEGLIGENCE, STRICT LIABILITY, FUNDAMENTAL BREACH, FAILURE OF ESSENTIAL PURPOSE OR OTHERWISE, WHETHER OR NOT SUCH BILSI HAD ANY KNOWLEDGE, ACTUAL OR CONSTRUCTIVE, THAT YOU MIGHT INCUR SUCH DAMAGES.
BILSI EXPRESSLY DISCLAIMS ANY AND ALL SUCH ABOVE REPRESENTATIONS, WARRANTIES AND CONDITIONS TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW. CERTAIN JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR CONDITIONS OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.
You agree at all times to indemnify, defend and hold harmless BILSI and its shareholders, officers, directors, affiliated companies, employees, contractors, agents, Third Party Providers, successors and assigns (the “Indemnified Parties”) from and against any claims, losses, judgments, actions, proceedings, damages, costs and expenses (including without limitation, reasonable legal and other fees and disbursements) incurred by any of the foregoing parties due to or resulting from your use or misuse of the Sites, the Services (including any misrepresentations you make in connection with obtaining Services and mis-declarations of contents or value of packages for export purposes), the Content or from Submissions that you post to, submit or transmit through the Sites or from your violation of these Terms.
(a) Applicable Law. These Terms and any action related thereto or related to the Sites and the Services will be governed, controlled, interpreted and defined by and under the laws of the Province of Ontario and the federal laws of Canada applicable therein without giving effect to any principles of conflicts of laws. The United Nations Convention on the International Sale of Goods is explicitly excluded from this agreement. You agree that any action at law or in equity arising out of or relating to these Terms or your use of the Sites, the Services, the Content and the Submissions will be filed only in a court located in Toronto, Ontario, Canada, and you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts for the purpose of any such action. Your use of the Sites is void where prohibited by laws in jurisdictions to which you are otherwise subject. Sections 3-11 will survive any termination of these Terms for any reason.
(c) Termination. You acknowledge and agree that these Terms will remain in effect for so long as you use the Sites and Services. You agree that these Terms can only be terminated by you once you have stopped using the Sites and Services. BILSI reserves the right to terminate your use of the Sites and Services at any time, for any reason, with or without cause, if BILSI believes that you are violating these Terms in any way. BILSI also has the right, in its sole discretion, to remove any Submissions or other content of yours from the Sites. If you wish to terminate your account, you many choose to cease your use of the Sites and Services or to send BILSI notification by e-mail at •. BILSI will not be responsible for maintaining or returning Submissions or your password.
(d) Entire Terms. These Terms and any other legal notices, additional terms, policies and guidelines of BILSI linked to these Terms constitute the entire agreement between you and BILSI relating to the subject matter hereof and supersede any prior understandings or agreements (whether oral or written), claims, representations, and understandings of the parties regarding such subject matter and the Terms may not be amended or modified except in writing or by making such amendments or modifications available on the Sites.
(e) No Agency; Third Party Beneficiary. BILSI is not your agent, fiduciary, trustee, or other representative. Nothing expressed or mentioned in or implied from these Terms is intended or will be construed to give to any person other than the parties hereto any legal or equitable right, remedy, or claim under or in respect to these Terms. These Terms and all of the representations, warranties, covenants, conditions, and provisions hereof are intended to be and are for the sole and exclusive benefit of BILSI, you, and relying Third Party Providers.
(f) Assignment. You may not assign, convey, subcontract or delegate your rights, duties or obligations hereunder.
(g) Severability. If any provision of the Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavour to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect.
(h) No Waiver. BILSI will not be considered to have waived any of its rights or remedies described in these Terms unless the waiver is in writing and signed by BILSI. No delay or omission by BILSI in exercising its rights or remedies will impair or be construed as a waiver. Any single or partial exercise of a right or remedy will not preclude further exercise of any other right or remedy. BILSI’s failure to enforce the strict performance of any provision of these Terms will not constitute a waiver of BILSI’s right to subsequently enforce such provision or any other provisions of these Terms.
(i) Headings. The headings used in these Terms are included for convenience only and have no legal or contractual effect and will not affect the construction or interpretation of these Terms.
(j) Circumstances Beyond Our Control. BILSI is not liable for any loss or damage arising out of circumstances beyond our control. These include but are not limited to: natural disasters or acts of God, for example fire, earthquake, hurricane, storm, flood, fog, embargo, war, riot, civil commotion or industrial action; epidemics or pandemics; power cuts, communications or other utility disruptions; governmental action or inaction; any defect or characteristic related to the nature of a shipment, even if known to BILSI; and damage to, or erasure of, electronic photographic images, data or recordings due to electrical or magnetic interference.