Last Updated: 01 November, 2021.
Introduction
Welcome to FS XPRESS LOGISTICS LIMITED ! Your agreement with us includes these Terms and our Privacy Policy (“Agreements”). You acknowledge that you have read and understood Agreements, and agree to be bound of them.
If you do not agree with (or cannot comply with) Agreements, then you may not use the Service, but please let us know by emailing at [email protected] so we can try to find a solution. These Terms apply to all visitors, merchants and others who wish to access or use Service.
FS XPRESS LOGISTICS LIMITED a limited company duly incorporated in Bangladesh, under Companies Act 1994.
Account: That the Merchant’s have to open an account with the FS XPRESS through their website www.fsxpress.com.bd or app.
Mode of Placing Order: The Merchant’s shall have to place their order through the internet portal by logging into FS XPRESS website i.e. www.fsxpress.com.bd. Provided that, the Merchant may make special requests for pick-up by calling the FS XPRESS over the phone; however, the FS XPRESS shall have exclusive discretion whether to accept that requests or not.
Time of Placing Order: The Order(s) placed by the Merchant before 2pm of a day, will be picked up by the FS XPRESS on the same day; and the Order(s), placed by the Merchant after 2 pm, will be picked up on the following day.
Pick Up Method:
The Merchant will keep all package(s) in a specific given address (s) to pick up. FS XPRESS will pick up all the package(s) along with all proper documents between 11 am to 9 pm on the appropriate day, in accordance with above clause.
The Merchant must ensure that their Package(s) are “sealed” and are strong enough to sustain reasonable “wear-and-tear” expected in the course of transporting an item.
The Merchant hereby represents and covenants that the Package(s) shall not contain any illegal items or any contraband items or any items, the possession of which requires license from a regulatory authority and in default the Merchant shall indemnify the FS XPRESS for any and all damages and loss suffered including any and all legal expenses and costs, including but not limited to, court costs and attorney’s fees.
Package Recheck & Security:
If any dispute arises due to faulty product, “Merchant” will solve it with presence of a representative of “Merchant”.
The FS XPRESS will have the right to open any and all Package(s) for the purpose of security checking & reserves the right to involve law enforcement officials if needed but that will take place in front of a representative of “Merchant”
FS XPRESS reserves the right, to be exercised by its personnel, to reject any product or package provided by the Merchant, for any reason to be intimated to the Merchant, including the following:
Inadequate packaging;
Lack of invoices or necessary documentation;
Delivery location not within the Serviceable Area List;
Provision of Banned Goods;
Value of the product exceeding specified thresholds, and the lack of insurance cover on the product;
Delivery of Package(s):
Customer: A ‘Customer’ is any entity or person who is the final receiver of a Package sent by the Merchant using the FS XPRESS’s logistics infrastructure. The Merchant must assign a “Customer” for every Package that is handed over to the FS XPRESS along with the name, address and phone/mobile number of the Customer.
Delivery: All the Package(s) provided by the FS XPRESS will be attempted to delivered within 24-72 hours of pick up except for any Force Majeure event (as defined below). Exceptions will be made if the Customer is unavailable and requests the FS XPRESS to deliver at a different time. The FS XPRESS agrees to take reasonable steps to ensure that all deliveries are made between 10:00 am to 9:00 pm, so that the Customer is not inconvenienced.
Successful Delivery: Any time a customer accepts a Package and/or pays for the Package shall deemed to be successful delivery of that package.
Return of Delivery: If a customer reschedules a parcel for 3 times the FS XPRESS will return the package to the Merchant.
Unsuccessful Delivery: The Merchant shall ensure that the packages are in accordance with the specification and order of the Customer. If a delivery attempt is made and it is found that the Customer does not intend to receive the Package, or rejects the Package for any reason, or it is found that the name, address and/or phone number of the Customer is false or wrong; the Merchant will be liable to pay the FS XPRESS service cost and extra 50% of the service cost for that delivery service only in outside Dhaka.
Return of Package/s: If Customer rejects the goods during a delivery attempt or it is found that the name, address and/or phone number of the Customer is false or wrong then the FS XPRESS will return the Package to the Merchant within 3-5 days in inside Dhaka and 7-12 days in outside Dhaka from the date of failed delivery.
Exchanged Packages: The FS XPRESS will take regular charges based on size & weight from the Merchant for exchanged parcels.
Reporting: The FS XPRESS will update the status of undelivered packages of the Merchant within the same day of attempt.
Complain:
Any dispute to be raised by the Merchant with regard to the fulfilment of services provided by the FS XPRESS must be raised within a period of 72 (seventy-two) hours from the completion of the delivery, failing which the Merchant shall be barred from subsequently raising any claim.
Payment Arrangement:
“Every delivery charge has been determined on the basis of product weight, size and all
Terms of Payment: Payment will be made on consolidated/individual billing basis according to delivery order. The Merchant has to make a payment request from their merchant panel of FS XPRESS after a successful delivery status of that specific order:
Prepaid order OTP code – For prepaid orders (0 Cash collection) delivery agent will mark as delivered after successful parcel delivery and receiving the OTP code from customer.
Time of Payment: FS XPRESS will send the payment to THE MERCHANT after a successful delivery.
ISD: 1-2 Working days (After the payment request done by The Merchant)
SUBURB & OSD: 1-2 working days (After the payment request done by The Merchant)
It is to be mentioned that payment will not be made on Friday/Saturday or any other banking holiday.
Responsibility:
After pick-up of the Package(s) the responsibility of that package (s) shall borne to the FS XPRESS, until it is delivered to the Customer and upon such delivery the responsibility will pass to the Customer. The FS XPRESS will only be a custodian of the Packages and in this regard the FS XPRESS will act as the agent of the Merchant.
The risk and title to all money collected by the FS XPRESS against successful deliveries of Package(s) from the Customer(s), shall always remain with the FS XPRESS; that, the FS XPRESS shall only be a custodian of the money collected from the Customer and in this regard the FS XPRESS will act as the agent of the Merchant; that the First Part will only have a right to set off their Service Cost from the money collected by the FS XPRESS from the Customer(s) at the time of weekly payment to the Merchant.
Bank Account: The details of the designated bank account of the Merchant for the payment needs to be updated on FS XPRESS’s panel.
Lost/Damage:
FS XPRESS will not be liable once the delivery is completed to the customer. Merchant understands that Customers need to check whether they have received the products as per their order in front of the delivery agent and agrees to inform Customers in this regard. FS XPRESS won’t accept any damage or missing issue once the delivery has been completed. The Merchant or the respective Merchant will be liable for in this regard.
If a customer can find any damage or missing issue in front of FS XPRESS agent then FS XPRESS will verify and compensate accordingly only if it happens from FS XPRESS’s end. If any product gets damaged and lost due to poor packaging then FS XPRESS will not be liable. If any product gets damaged in between picking up to delivery while the standard packing was ensured by the merchant, then FS XPRESS will compensate for it. If any product is missing or partially missing from the sealed package after picking up then FS XPRESS will be liable to compensate for those partially missing products only. If the packaging is standard and still the parcel got damaged then only FS XPRESS will pay for the damage. If FS XPRESS loses the full parcel, FS XPRESS will be compensated to the Merchant by invoice value.
Limitation of Liability and Indemnity:
The FS XPRESS shall under no circumstances whatever be liable to the Merchant, whether in contract, tort (including negligence, breach of statutory or other duty), or otherwise, for any loss of profit, or any indirect or consequential loss arising under or in connection with the Agreement; and
The FS XPRESS’s total liability to the Merchant in respect of all losses arising under or in connection with the Agreement, whether in contract, tort (including negligence, breach of statutory or other duty), or otherwise, shall in no circumstances exceed BDT 5000 or the value of the Package only for each lost package, whichever amount is lower.
The Merchant agrees to indemnify, defend and hold FS XPRESS harmless from and against claims, demands, actions, liabilities, costs, interest, damages and expenses of any nature whatsoever (including all legal and other costs, charges and expenses) incurred or suffered by FS XPRESS, arising out of any (a) any wrongful or negligent act or omission of the Merchant or any person engaged by the Merchant; (b) any breach of the Merchant’s obligations under this Agreement; (c) any third party action or claim made against the Merchant; and (d) a violation of applicable law by the Merchant. The rights, powers, privilege and remedies provided in this indemnity are cumulative and not exclusive of any rights, powers, privileges or remedies provided by law.
Force Majeure:
Under this Agreement force majeure is understood as an event which is beyond the reasonable control of a Party and making it impossible for the purpose of performing their obligations/duties. Neither Party shall be liable for any delay in or failure to perform or observe its obligations under this Agreement, if such failures or delays are caused by “Force Majeure”. A “Force Majeure” means any event beyond a Party’s reasonable control, which by its nature could not have been foreseen, or, if it could have been foreseen, was unavoidable, including war, hostilities (whether war be declared or not), pandemic, act of foreign enemies by persons other than the Party’s personnel, revolution, insurrection, military or usurped power, or civil war, natural catastrophes such as earthquake, hurricane, typhoon, flood or volcanic activity, nuclear, chemical or biological contamination.
In the event of the occurrence of any of the aforesaid Force Majeure, a party to this Agreement shall not, notwithstanding anything to the contrary in this Agreement, be liable for any delay or failure in carrying out or performing any of its obligations as contained in this Agreement.
Any party affected by an event of Force Majeure shall give notice of such event to the other party as soon as reasonably practicable and in any event not later than 48 hours after the occurrence of such an event and shall provide full particulars of the nature and cause of such an event.
Representations and Warranties:
Each Party hereby warrants and represents to the other Party that:
It is duly registered/ incorporated and validly existing under the laws of Bangladesh and has the power to own its own assets and to conduct its business and have sufficient technical knowhow and all necessary resources for performing the obligations as contemplated under this Agreement;
It has power under its constitution (e.g. Memorandum and Articles of Association etc.), if applicable, to enter into and execute this Agreement and to exercise its rights and perform its obligations pursuant hereof and all corporate or other actions required to authorize the execution and performance by it of its obligations hereunder has been duly taken, including the obtaining of all requisite consents or approvals of, or exemptions by, any state, governmental or public bodies and authorities.
It has all the necessary rights, easements, licenses and interests to enable it to operate its business in Bangladesh;
No liquidation or insolvency proceedings have been initiated against it.
The Merchant represents and warrants that:
The following items with regard to the Merchant are in good order and in compliance with all applicable law and regulations: the organization and standing; conduct of legitimate business activities, corporate power and authorization; governmental approvals; proprietary information agreements with employees; and that there has been no restriction by any regulatory authority in conducting its business.
It has all the requisite rights and licenses over the goods or any other content provisioned to FS XPRESS for undertaking of the Fulfilment Services, and in furtherance to this the Client hereby assures FS XPRESS that such activity undertaken on behalf of the Client by the FS XPRESS shall not violate any right / licenses of any third party.
It shall ensure that the goods or any other content provided to FS XPRESS shall not contain any Banned Goods (which are banned, restricted, illegal, prohibited, stolen, infringing of any third- party rights, hazardous or dangerous or in breach of any tax laws currency, bullion, letters and financial and security instruments), or material which is offensive / derogatory / explicit / perverse to any specific race, gender or class of persons or degrading to public conscience or morals, and do not breach any applicable law in any manner.
It shall ensure that it complies with all the regulatory requirements pertaining to all types of taxes, levies etc. (including but not limited to VAT, service taxes, octroi, local body taxes, etc.) as applicable from time to time. The Merchant will be solely responsible for any penalties levied by any regulatory authority due to non-compliance with the regulatory requirements by the Merchant. It shall be solely responsible for any confiscation/seizure/disposal of goods by any regulatory authority on account of any violation of the law in respect of the goods or due to its failure to comply with the applicable regulatory requirements for the stocking, sale, or movement of such goods during the provision of the fulfillment Services by FS XPRESS, even if FS XPRESS has been advised of the same.
Governing Law and Dispute Resolution:
This Agreement shall be governed by and interpreted in accordance with the laws of the People’s Republic of Bangladesh.
All disputes and differences concerning the validity, scope, meaning construction or effect of this Agreement or any dispute or disagreement between the FS XPRESS and the Merchant as to any matter relating to this Agreement which cannot be settled by mutual discussion shall be settled by the relevant competent court of Dhaka, Bangladesh.
Miscellaneous:
None of the rights, interest or obligations hereof may be assigned by any party without the prior written consent of the other party.
In the event that any provision of the Agreement shall be deemed or declared to be unenforceable, invalid or void by law, the same shall not impair any other provision of the Agreement but the parties hereto shall negotiate a substitute provision or amend the other provisions of the Agreement so as to produce a result which preserves as nearly as possible the economic balance of the Agreement, as the case may be.
No failure or delay by any party in exercising any power, remedy, discretion, authority or other rights under the Agreement shall waive or impair that or any other right of such party. No single or partial exercise of such right shall preclude its additional or future exercise. No such waiver shall waive any other right under the Agreement.
In event of default of any of the terms or conditions of this Agreement by the Merchant, the Merchant shall indemnify the FS XPRESS for any loss, damage or expense incurred and/or suffered by the FS XPRESS in consequence of such default.