Terms & Conditions
BEFORE USING THE NEREUS PLATFORM (THE PLATFORM), PLEASE READ THESE TERMS OF USE CAREFULLY (THESE TERMS). BY ACCESSING OR USING THE PLATFORM AS (OR ON BEHALF OF) A PARTICIPANT, YOU ARE CONFIRMING TO US THAT YOU ACCEPT ALL OF THESE TERMS IN FULL.
After these Terms have been accepted by an Authorized User at the first access to the Platform, subsequent Authorised Users policies (see user policies) may be asked to accept these Terms as well. Any subsequent acceptance will not create separate contracts between the Participant and Nereus.io except insofar as these Terms have changed in which case the first Authorised User to accept the Terms will bind the Participant to the updated Terms. Nereus.io reserves the right to change any of the Terms at any time. Participants will be notified both within the Platform as well as by email. Participants continued use of the Platform following the posting of any changes to these Terms constitutes acceptance of such new/revised Terms.
This Platform is owned and operated by Nereus Supply Chain Solutions References to Nereus.io, Participants, Authorised Users, and other capitalized Terms but not defined in these Terms have the meaning set out below.
GENERAL TERMS
The Nereus Platforms allows buyers and sellers to manage assets and transactions of intermodal containers for sale, in particular available sale stock, logistics, and complete asset management, to Users which have been granted access to the Platform by Nereus and to enter into corresponding Transaction Contracts with Users. Nereus is a commercial agent for the supplying party in each transaction (the Supplier) and will use reasonable efforts to arrange the execution of corresponding Transaction Contracts and to foster related negotiations.
It is the responsibility of each Participant to comply with competition law relying on their own legal advice; it is not the responsibility of Nereus or its staff to ensure that Participants comply with competition law in their own activities.
1. Overview
Nereus intends to offer the management of assets and the sale of certain used intermodal shipping containers of varying sizes/types (individually each a “Container” and collectively the “Container(s)”) through auction(s) and the Nereus asset management technology. Buyer wishes to accept such services, offers, and purchase Container(s) from Nereus through auction(s) or directly from the platform under the terms and conditions set forth. The terms & Conditions shall apply to all such Containers offered for sale by Nereus and accepted for purchase or managed by Buyer through Nereus.io
2. Title and Warranties:
Nereus warrants that it retains lawful ownership of and title to all Containers offered for sale under these terms. Nereus agrees that, upon payment in full of the purchase price as stated on each individual invoice issued for the sale of one or more Containers from Nereus to Buyer (in each case the “Purchase Price”) and so long as the Buyer takes possession of the Container(s) within the time frame described in Section 3(B) below, it will transfer to Buyer all rights, title to and interest in the Containers purchased. Buyer accepts all Containers purchased in their current condition “as is and where is. or described in detail” Buyer further acknowledges that no warranty as to the merchantability, fitness for any particular purpose, physical condition, (including any damage, wear and tear, rust, etc.), quality or cleanliness of the Container(s) is hereby provided by Nereus, and the Buyer shall have no claim against Nereus for breach of said warranties.
3. Payments and Pick-up Requirements:
A. All Containers Buyer agrees to purchase from Nereus shall remain the property of Sellers as legal and equitable owner and no property in or title to the containers shall pass to the Buyer until the full Purchase Price (as stated on the Release Confirmation Notification issued by Nereus to Buyer) has been duly paid to Nereus and the conditions stated in Section
3(a) below have been met. Buyer must make full payment of the Purchase Price in a lump sum within five (5) calendar days of the Nereus invoice date. All bank fees are for the Buyer’s account. On day 6, any sale and purchase for which the corresponding Purchase Price has not been paid will be subject to cancellation and a restocking fee of $250.00 per Container. No modifications, extensions, or waivers of the time requirements of this section
3(b) shall have any effect unless set forth in an amendment to this Agreement signed by authorized representatives of both parties; provided however that Nereus may, in its sole discretion, accept untimely payment as timely.
3 (B). Once the Nereus Container Sales or Auction team has received written notification from the Accounting Department confirming the receipt and processing of the Purchase Price in the Nereus bank account, Nereus will provide the Buyer with a Release Confirmation Notice for the purchased Container(s) at the pick-up location(s) where Buyer should take possession of the purchased Container(s). The Release Confirmation Notice will either state the specific Container number sold or a list of Containers in the “sale” category, in which case the Buyer shall be provided with any Container in the category for pick-up. This will enable the Buyer the permission to take possession of the purchased Container(s) at the pick-up location(s). Once the Release Confirmation Notification has been sent to the Buyer, the Buyer will have ten (10) calendar days, beginning the day after Nereus sends the Release Confirmation Notice to Buyer, to pick up (or, if applicable, to cause the depot to transfer the Container(s) to Buyer’s account). Any purchased Container(s) not picked up or transferred to the Buyer’s account within this ten (10) calendar day allotment will be subject to the following: the Container(s) will be forfeited back to Nereus, the sale will be canceled, and a restocking fee of $250.00 per Container will be applied, which Nereus may at its option satisfy from any funds provided or open credit of the Buyer.
3(C). Nereus reserves the right, in its sole discretion, to cancel its offer for the sale and purchase of any Container before the Buyer has taken possession of the Container. Ownership will transfer to Buyer only after funds have been confirmed as received in the Nereus account and the Container(s) have been picked up by Buyer in accordance with Section 3(B). herein. Upon payment of the Purchase Price and pick up of the Container from the Seller’s depot or container yard, at which time all title and risk shall transfer to the Buyer, the Buyer shall have full rights and ownership to the purchased Container(s) and no refunds or Purchase Price adjustments will be issued at any time thereafter. Buyer hereby expressly releases Nereus from all liability related to purchased Container(s) after the Purchase Price has been paid, including but not limited to any liability which may arise from the movement of, environmental concerns of, or future usage/disposal of the Container(s). Furthermore, Buyer agrees to indemnify and hold Nereus harmless from any and all claims of whatsoever nature and howsoever arising relating to the purchased Container(s) as from the date the Purchase Price is received. Neither Buyer nor any third party shall have any claim against Nereus arising from the sale of the Container(s) to Buyer. Nereus shall have no obligation whatsoever to respond to inquiries from or provide information to, any person or entity other than Buyer regarding any Container or sale thereof.
4. Compliance:
A. If the wrong Container is released to the Buyer due to terminal/depot or trucker error (i.e. any Container other than as identified in the Release Confirmation Notice issued by Nereus), the Buyer assumes full responsibility to return said Container to the seller`s container stack or as otherwise instructed by Seller. If the Buyer leaves the terminal/depot with a Container that has been released in error and refuses to return it to the Seller, the Buyer will be invoiced by Nereus for the market value, as determined in Seller’s sole discretion, of said Container. The Buyer shall ensure that all Seller’s markings, logo, serial numbers, and identity plates are removed and/or erased from the Container(s) as soon as possible after taking possession of the Container(s) and before being used in any manner. If Buyer fails to adhere to this requirement, Nereus may terminate this Agreement immediately and Buyer will no longer be allowed to purchase Containers from Nereus.
B. In cases where a Container remains in the United States, and except if Seller has already domesticated the Container(s), Buyer hereby agrees to domesticate and to pay all costs, fees, taxes, charges, expenses, and/or duties as required by Federal, State, or local laws related to the sale, domestication or importing any Container(s) into the United States.
5. Login Details and security
Access and use of the Platform is conditional upon receipt of the necessary Login Details from Nereus which may grant or restrict the Login Details in its absolute discretion and restrict access to all or any part of the Platform.
5(a) The Participants shall instruct their Authorized Users not to provide the Login Details to (or otherwise permit access to the Platform by) any person other than its Authorised Users and accepts full responsibility at all times for any and all of their use of the Platform. The Participants shall also take responsibility for any unauthorized access to the Platform where, by its acts or omissions, its Login Details are disclosed to person(s) other than its Authorized Users.
5(b)The Participants shall provide details of each Authorized User to Nereus for the purposes of setting up that Authorized User on the Platform and providing the relevant Login Details. Nerus shall be under no obligation to ascertain whether any person using the Login Details to access or use the Platform is properly authorized by the Participant, and shall be entitled to assume, without inquiry, that any such person is an Authorized user and their access or use of the Platform is properly authorized by the Participant.
5(c) Each Participant shall ensure all Authorized Users understand how to use the Platform and are appropriately supervised.
5(d) Each Participant shall keep all Login Details secret and shall implement and maintain adequate security measures to prevent access to the Platform by any person other than an Authorized User.
5(e) If Nereus becomes aware or suspects that any unauthorized person has obtained or has attempted to obtain unauthorized access to, or there is the misuse of, the Platform or Login Details, then it may take such steps as it deems appropriate to change the Login Details access level of the Participant, and/or the security of the Platform. The Participant shall notify Nereus immediately in writing or by telephone if it becomes aware of any such actual or potential misuse or unauthorized access.
5(f) Before Users are granted access to the Platform, Nereus checks in its discretion the information provided by the User during the registration process in the interest of the security of the Platform and in the interest of its vendors regarding potential Transaction or managed logistics.
6. Insurance
Authorized Users will have the opportunity to book insurance cover for Containers and logistics through the Nereus platform. Nereus has typical industry insurance coverage. By booking insurance the user agrees to be added as an additional assurance to an open policy (Equipment Cover) taken out by Nereus or one of its group companies. (Bulk Container Group)
If a claim is needed by the User,
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a) the User will notify any loss of or damage to a Container to the Nereus platform,
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b) Nereus or one of its group companies will perform the claims handling, e.g. instruct a surveyor, liaise with the insurance intermediary and arrange for a payout of the insurance proceeds to repair facilities or in case of a total loss to the Supplier; in this connection, the User agrees to the insurer making payment of the insurance proceeds to Nereus or one of its group companies in order to be passed on to the repair facility or the Supplier, as the case may be,
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c) and if the User’s claim under the insurance policy is rejected by the insurer, Nereus and its group companies shall not be obliged to enforce the claim against the insurer.