GENXPRESS CREDIT AND PAYMENT TERMS AGREEMENT
This Agreement is entered into between GenXpress ("GenXpress") and the customer identified in the related credit application (the "Customer"). By signing below or using any GenXpress-arranged account, rate, or shipping service, Customer agrees to the following terms:
1. Responsibility for Charges. Applicant acknowledges and agrees that it is fully responsible for all shipping charges, base transportation charges, fuel surcharges, residential delivery fees, oversize charges, reweigh or reclassification charges, address correction fees, taxes, customs-related charges where applicable, and any other carrier-imposed or third-party fees associated with shipments arranged by or billed through GenXpress.
2. Quoted Rates and Adjustments. Rates quoted at booking are estimates based on shipment information provided by Applicant and are subject to adjustment if shipment details, weight, dimensions, service level, destination, or carrier charges differ from the original information submitted. Applicant remains responsible for any post-shipment carrier adjustment or surcharge.
3. Payment Terms. Unless otherwise approved in writing by GenXpress, invoices are due net fifteen (15) days from invoice date. GenXpress may apply payments to the oldest outstanding invoice first.
4. Late Payment and Default. Overdue balances may bear interest at the rate of 2 percent per month (24 percent per annum), or the maximum lawful rate if lower, calculated from the due date until paid in full. GenXpress may also charge a reasonable administration fee for declined or returned payments.
5. Card-on-File / Backup Payment Authorization. Applicant agrees to maintain a valid approved payment method on file if required by GenXpress. If any undisputed invoice remains unpaid after the due date, Applicant authorizes GenXpress to charge the approved payment method on file for the overdue balance, including applicable shipping charges, taxes, carrier adjustments, interest, and permitted fees, after any notice required by applicable law or this Agreement.
6. Suspension and Credit Review. GenXpress may, at any time and in its sole discretion, reduce or withdraw credit limits, require prepayment, place the account on credit hold, suspend access to shipping services, or terminate credit terms if Applicant fails to pay when due or if GenXpress reasonably determines that Applicant's credit risk has changed.
7. Billing Disputes. Applicant must notify GenXpress in writing of any billing dispute within thirty (30) days of the invoice date, with reasonable supporting detail. Failure to do so constitutes acceptance of the invoice, except for manifest error.
8. Credit Information Authorization. Applicant authorizes GenXpress to obtain, verify, and exchange credit and financial information concerning Applicant from trade references, financial institutions, credit bureaus, and other sources for the purpose of evaluating creditworthiness, administering the account, and collecting amounts owing.
9. Changes to Information. Applicant agrees to promptly notify GenXpress of any material change in ownership, legal structure, billing address, accounts payable contacts, banking arrangements, or financial condition that may affect creditworthiness or payment.
10. Liability and Service Limitations. Transit times, pickup times, and delivery commitments are estimates based on carrier capacity and service conditions. GenXpress is not liable for carrier-caused delay, loss, service interruption, or indirect or consequential damages, except to the extent caused directly by GenXpress' gross negligence or wilful misconduct and only to the extent such liability cannot lawfully be excluded.
11. Indemnity. Applicant will indemnify and hold harmless GenXpress, its affiliates, officers, directors, and employees from claims, losses, penalties, costs, and expenses arising from Applicant's shipments, shipment contents, misuse of the account, inaccurate shipment data, regulatory non-compliance, or breach of this application or any related service agreement.
12. Collection Costs. Applicant is responsible for all reasonable collection costs, legal fees on a solicitor and client or substantial indemnity basis where permitted by law, and third-party recovery costs incurred by GenXpress in collecting overdue amounts.
13. Governing Law. This application and any credit extended by GenXpress shall be governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein, unless GenXpress designates another governing jurisdiction in writing.