Shipping policy

Vendor/Author Shipping and Convention Services Agreement

Terms & Conditions

Services

Company acts solely as a logistics coordinator and shipping facilitator for authors, publishers, and vendors participating in conventions, trade shows, book fairs, and similar events. Company is not a motor carrier, common carrier, freight forwarder, warehouseman, insurer, or guarantor of Client's inventory. Company does not itself provide transportation services unless expressly agreed to in writing. Company coordinates and facilitates domestic and international shipping, storage, convention logistics, return shipments, and related services, including through independent third-party carriers where appropriate.

Client engages Company to provide one or more of the following services:

  • Receive books, promotional materials, and related inventory from Client;
  • Store inventory temporarily before an event;
  • Coordinate, facilitate, and/or arrange transportation of inventory to conventions, trade shows, book fairs, and similar events;
  • Package and return unsold inventory to Client following an event; and
  • Provide other convention-related logistics services agreed upon by the parties.

Client Responsibilities

Client shall:

  • Provide accurate shipping and inventory information;
  • Properly package inventory prior to shipment to Company;
  • Deliver inventory to Company by agreed deadlines;
  • Comply with all applicable laws and regulations;
  • Ensure that all inventory is lawful to possess, transport, and sell.

Client represents and warrants that all books, merchandise, artwork, promotional materials, and other products shipped internationally comply with all applicable intellectual property laws and may be lawfully imported into the destination country.

Title to Inventory

Client retains ownership of all inventory delivered to Company unless otherwise agreed in writing.

Acceptance and Custody of Inventory

"Acceptance" means the physical receipt of Client's inventory by an authorized representative of Company, as evidenced by Company's written acknowledgment, electronic confirmation, scan, inventory receipt, or other documentation maintained by Company.

Company does not assume custody until it actually receives the shipment.

Company is under no obligation to inspect the contents of sealed packages and accepts shipments based solely upon their apparent exterior condition unless otherwise noted.

Company may photograph or otherwise document shipments, packaging, labels, and inventory condition before, during, or after providing the Services. Such photographs or documentation may be maintained as Company records and may be relied upon in resolving disputes concerning the shipment.

Company's custody shall terminate upon the earliest occurrence of the following:

  • Deliver to Client;
  • Delivery to Client's designated representative;
  • Placement in Client's assigned booth or display area;
  • Tender to a third-party carrier for outbound shipments;
  • Pickup by the Client or the Client's designated carrier.

Client shall promptly respond to Company's reasonable requests for inventory information, pricing, shipping instructions, return shipping instructions, payment information, customs documentation, or other information reasonably necessary for Company to perform the Services. Client acknowledges that failure to timely respond may delay performance and may result in additional storage charges, carrier fees, labor charges, or other additional costs.

Following termination of Company's custody, Company shall have no further responsibility for the inventory except as expressly agreed in writing.

Storage; Unclaimed Inventory

Unless otherwise agreed in writing, Company may temporarily store Client's inventory before or after an event as reasonably necessary to perform the Services. Storage beyond three (3) days following completion of the Services may be subject to storage charges of $25.00 per box, container, pallet, or other unit of inventory per day, or such other amount as Company may publish from time to time.

If Client fails to retrieve or provide shipping instructions for inventory within thirty (30) days after written notice from Company, Company may deem the inventory abandoned. Company may, after providing any notice required by applicable law, dispose of, donate, recycle, destroy, or sell the abandoned inventory. Client shall remain responsible for all accrued storage fees, shipping charges, disposal costs, and other amounts due.

Insurance

Company does not provide insurance coverage for Client's inventory unless expressly agreed in writing. Client is encouraged to obtain insurance sufficient to cover the full replacement value or collectible value of any inventory for which additional protection is desired.

Client is solely responsible for obtaining any insurance coverage desired for inventory, including transit, storage, property, cargo, or event coverage.

International Shipments

If Company provides or arranges international shipping services, Client acknowledges that international shipments are subject to the laws, regulations, customs procedures, and import requirements of the destination country.

Client shall be solely responsible for:

  • all customs duties, import duties, value-added taxes (VAT), tariffs, brokerage fees, customs clearance charges, governmental assessments, and any similar taxes, fees, or charges imposed by any governmental authority;
  • providing complete and accurate customs declarations, invoices, product descriptions, harmonized tariff codes (if required), values, country-of-origin information, and any other documentation required for export or import;
  • ensuring that all shipped merchandise complies with the import laws, customs regulations, intellectual property laws, and other legal requirements of the destination country.

Company shall have no liability for delays, customs inspections, customs holds, seizures, confiscations, refusals of entry, additional duties or taxes, or any other action taken by customs authorities, governmental agencies, or foreign carriers.

Any additional costs incurred as a result of customs delays, inspections, duties, taxes, storage, brokerage fees, return shipment, or governmental action shall be the sole responsibility of Client.

Declared Value and Collectible Inventory

Client acknowledges that inventory may include signed books, first editions, limited editions, artwork, collectibles, promotional merchandise, or other items having unique, sentimental, or enhanced market value. Company does not appraise, authenticate, inspect, or verify the condition, authenticity, rarity, edition, autograph status, or market value of any inventory.

Any declared value provided by Client is supplied solely for shipping, insurance, or carrier purposes and shall not constitute an admission by Company regarding the actual value of the inventory. Company shall have no liability arising from any discrepancy between the declared value and the actual or alleged value of the inventory.

Limitation of Liability

Consistent with the Company's role as a logistics coordinator and shipping facilitator, and to the maximum extent permitted by law, the Company shall not be liable for:

  • Loss, theft, damage, destruction, delay, mis-delivery, or deterioration of inventory occurring during transportation, storage, handling, loading, unloading, convention setup, convention operation, or return shipment;
  • Acts or omissions of third-party carriers, freight companies, shipping providers, convention personnel, venue operators, contractors, or other third parties;
  • Weather events, natural disasters, fire, flood, power outages, labor disputes, civil disturbances, government actions, acts of God, or other events beyond Company's reasonable control;
  • Consequential, incidental, indirect, special, exemplary, or punitive damages of any kind, including but not limited to lost profits, lost sales, lost royalties, lost convention revenue, missed autograph sessions or promotional appearances, lost business opportunities, loss of goodwill, reputational harm, travel expenses, lodging expenses, replacement inventory costs, or any other economic or business losses arising out of or relating to the services provided under this Agreement.

Notwithstanding anything contained in this Agreement to the contrary, Company's aggregate liability for any and all claims, losses, damages, or causes of action arising out of or relating to this Agreement or the services provided hereunder, whether sounding in contract, tort (including negligence), strict liability, or otherwise, shall in no event exceed the total amount actually paid by Client to Company for the services rendered giving rise to the claim, except to the extent such limitation is prohibited by applicable law or the claim results from Company's intentional misconduct or gross negligence.

Inventory Verification and Reconciliation

  • Company Relies on Client's Inventory Information — Client is solely responsible for providing accurate inventories, shipping information, carton counts, product descriptions, quantities, and declared values. Company may rely exclusively upon the information supplied by Client without independent verification.
  • No Duty to Inspect — Unless expressly agreed in writing, Company has no duty to open sealed boxes, count books or merchandise, verify quantities, verify titles or editions, verify autographed or collectible items, inspect the condition of individual items, and/or confirm the accuracy of Client's inventory records.
  • Counts are for Operational Convenience Only — Any inventory counts, checklists, manifests, or reconciliation reports prepared by Company are prepared solely for operational convenience and shall not constitute a certification of the quantity, condition, or value of the inventory received or returned.
  • Time Limit for Claims — Client shall inspect all returned inventory immediately upon delivery to the original shipping address designated by Client. Any claim involving visible damage, shortages, discrepancies, or missing inventory must be submitted in writing to Company within seventy-two (72) hours after delivery to the original shipping address. Client's use of any freight forwarding service, package forwarding service, mail forwarding service, warehouse, or other third-party receiver shall not extend this reporting deadline. Failure to provide timely written notice constitutes acceptance of the returned inventory.

Company makes no representation regarding the authenticity, condition, rarity, edition, autograph status, or collectible value of any inventory and assumes no duty to verify the same.

Inspection, Repackaging, and Shipment Modification

Company reserves the right, but shall have no obligation, to inspect any shipment or inventory for purposes of verifying compliance with applicable laws, carrier requirements, safety standards, or this Agreement.

Company may refuse, reject, delay, or remove any shipment reasonably believed to contain prohibited, illegal, hazardous, dangerous, improperly packaged, or restricted materials, including but not limited to: hazardous materials, flammable materials, explosives, compressed gasses, lithium batteries, aerosols, alcohol, tobacco or nicotine products, cannabis products, biological materials, controlled substances, firearms, ammunition, weapons, liquids, perishable goods, and/or any item prohibited by law or carrier policy.

Company may refuse, reject, delay, remove, or discontinue any shipment that Company reasonably believes:

  • violates applicable law or carrier requirements;
  • contains prohibited, hazardous, unsafe, illegal, or restricted materials;
  • is improperly packaged or labeled;
  • presents a safety or health risk; or
  • cannot be safely or legally transported.

Client expressly authorizes Company to open, inspect, photograph, consolidate, separate, reinforce, repackage, relabel, or otherwise modify any shipment whenever Company reasonably determines such action is necessary or advisable to:

  • comply with carrier requirements;
  • protect the shipment;
  • reduce the risk of loss or damage;
  • facilitate transportation or storage;
  • comply with customs requirements; or
  • otherwise perform the Services contemplated by this Agreement.

Except in cases of emergency or where immediate action is reasonably necessary to protect the shipment or comply with carrier requirements, Company will make reasonable efforts to notify Client before performing material repackaging or shipment modifications.

Additional Charges

In addition to the fees otherwise payable under this Agreement, Client shall be responsible for all reasonable additional costs incurred by Company as a result of Client's requests, omissions, inaccurate information, or circumstances affecting the shipment, including, but not limited to:

  • address corrections or incomplete shipping information;
  • rerouting requests or changes to delivery instructions;
  • returned shipments or refused deliveries;
  • additional carrier surcharges or accessorial charges;
  • labor required for inspection, consolidation, repackaging, relabeling, palletizing, or other shipment modifications;
  • replacement cartons, packing materials, labels, pallets, or other shipping supplies;
  • customs duties, import taxes, brokerage fees, tariffs, governmental assessments, or similar charges associated with international shipments;
  • storage charges assessed pursuant to this Agreement;
  • disposal costs associated with abandoned inventory; and
  • any other reasonable costs incurred by Company as a direct result of Client's instructions, failure to provide timely information, failure to timely respond, or breach of this Agreement.

Company may require payment of all additional charges before releasing, delivering, returning, or arranging further shipment of Client's inventory.

Force Majeure

Company shall not be liable for any delay, interruption, failure to perform, inability to perform, cancellation, postponement, or modification of the Services resulting from circumstances beyond Company's reasonable control, including but not limited to: weather, hurricanes, flooding, transportation interruptions, carrier delays, convention cancellations, venue changes, venue restrictions, convention schedule changes, author cancellations, inventory shortages, labor shortages, internet outages, power failures, governmental actions, pandemics, customs delays, border closures, or any other event beyond Company's reasonable control.

Indemnity

Client agrees to defend, indemnify, and hold harmless Company and its owners, officers, employees, agents, and contractors from any claims, liabilities, damages, losses, costs, or expenses (including reasonable attorney fees) arising from:

  • Client's inventory;
  • Client's breach of this Agreement;
  • Alleged infringement of intellectual property rights relating to Client's products;
  • Violations of law by Client including, but not limited to, violations of domestic or foreign laws, customs regulations, import or export requirements, sanctions, trade restrictions, or governmental regulations by Client.

Governing Law

This Agreement shall be governed by the laws of the State of Louisiana.

Dispute Resolution

Any dispute arising from this Agreement shall first be submitted to good-faith negotiation. If unresolved, the dispute shall be submitted to mediation and, if necessary, litigation in the courts of the State of Louisiana.

Miscellaneous

Entire Agreement — This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior or contemporaneous negotiations, discussions, representations, understandings, and agreements, whether oral or written. No amendment or modification of this Agreement shall be effective unless made in writing and signed by both parties.

Severability — If any provision of this Agreement is determined by a court of competent jurisdiction to be invalid, illegal, or unenforceable, such provision shall be enforced to the maximum extent permitted by applicable law, and the remaining provisions of this Agreement shall remain in full force and effect.

Waiver — No waiver of any provision of this Agreement shall be effective unless set forth in a written instrument signed by the party against whom the waiver is asserted. No failure or delay by either party in exercising any right or remedy under this Agreement shall constitute a waiver of that or any other right or remedy.

Electronic Signatures — This Agreement may be executed electronically, including through electronic signature platforms or by scanned or electronically transmitted signatures. Any such electronic signature shall be deemed an original and shall have the same force and effect as an original handwritten signature.

Independent Contractor — Company is an independent contractor and nothing contained in this Agreement shall be construed to create a partnership, joint venture, agency, fiduciary relationship, employment relationship, or other similar relationship between the parties, except to the limited extent Company may be expressly authorized in writing to perform specific services on Client's or Customer's behalf.

Assignment — Neither party may assign or transfer its rights or obligations under this Agreement without the prior written consent of the other party; provided, however, that Company may assign this Agreement to a successor entity in connection with a merger, acquisition, sale of substantially all of its assets, or other corporate reorganization.

Headings — The section headings contained in this Agreement are provided solely for convenience and shall not affect the interpretation or construction of this Agreement.

No Third-Party Beneficiaries — This Agreement is entered into solely for the benefit of the parties and their respective permitted successors and assigns. Nothing contained herein shall be construed to create any rights or remedies in favor of any third party.

Survival — Any provision of this Agreement that by its nature is intended to survive termination or completion of the services, including but not limited to provisions relating to limitation of liability, indemnification, insurance, payment obligations, governing law, dispute resolution, and miscellaneous provisions, shall survive such termination or completion.

Notices — Any notice required or permitted under this Agreement shall be in writing and shall be deemed given when personally delivered, sent by nationally recognized overnight delivery service, mailed by certified United States Mail, return receipt requested, or transmitted by electronic mail to the addresses provided by the parties, unless either party has designated a different address by written notice.