Runnar Courier Terms of Use 

 

This website http://www.runnar.com.au/ (the Site) is operated by Runnar Pty Ltd. In these Carrier Terms of Use the expressions “we”, “us” and “our” are a reference to Runnar Pty Ltd. 

If you register to participate on this Site as a Carrier, you are agreeing to be bound by these Carrier Terms of Use, which include: 

 

(a) the Runnar Website Terms of Use; 

 

(b) the Booking and Payment Instructions published on the Site and as advised to you from time to time; and

 

(c) any other laws or regulations which apply to this Site. 

 

If you do not accept these Carrier Terms of Use you must refrain from using this Site and agree that your registration as a Carrier may be cancelled or suspended by us. 

 

We reserve the right to amend these terms and conditions from time to time. Amendments will be effective immediately upon notification on the Site. Your continued use of the Site following such notification will represent an agreement by you to be bound by the terms and conditions as amended. 

 

Engagement 

 

You appoint us as your agent to provide the services of soliciting and managing bookings for horse transportation (Agent Services) on behalf of you on the Site and we accept such appointment. 

 

Quote Requests 

 

We will send you requests from time to time, on behalf of Users of the Site, requesting a written quote (Quote Request) for the provision of horse transportation services (Carrier Services). 

 

You agree to respond to any Quote Requests that you receive from us within one Business Day of receipt, providing all information reasonably required. You understand that you may not vary the terms or conditions of any Quote once it has been submitted to us. 

 

You understand that we do not guarantee you any volume of business and that we have no control over which Carriers the Users of the Site may select to provide the Carrier Services. 

 

Job Confirmations 

 

Should a User of the Site select your Quote, you will be sent a confirmation by us, on behalf of that User, confirming your engagement to provide of the Carrier Services to the User on the terms described therein (Job Confirmation). 

 

Upon the receipt of a Job Confirmation from us, you will enter into a legally binding contract for the provision of the Carrier Services with the User of the Site to which the Job Confirmation relates. You acknowledge that we have no obligations in respect of the provision of the Carrier Services. 

You agree that you will provide the Carrier Services: 

 

•          (a)  safely and with consideration of the welfare of the horse at all times; 
 

•          (b)  with due care and skill and to the best of your ability, knowledge and expertise; 
 

 

  

(c) in accordance with the conditions described in the relevant Job Confirmation and the reasonable requests of the User from time to time; 

 

•          (d)  in compliance with all applicable laws and regulations, as well as any applicable licences, authorities or permits; and 
 

•          (e)  in accordance with these Carrier Terms of Use. 
 

Payment 

 

You are responsible for collecting payment of the User Rates for the Carrier Services directly from Users of the Site upon receipt of each Job Confirmation. We have no obligation to you in respect of payment of the User Rates. 

 

We will, at the end of each month, issue you with a tax invoice for the applicable Commissions relating to any Job Confirmations issued by us to you for that month, which you shall pay to us within 14 days. 

 

Your obligation to pay us the Commission applies, irrespective of whether you have been paid the User Rate(s) in full by the User(s) and any further discounts applied by you will not be applicable, unless given on terms outlined in the Job Confirmation. 

 

Neither party may set off any amounts owed under these Carrier Terms of Use. 

 

Commission means 5% of the Customer Rate, or such other amount as agreed between the parties from time to time. 

 

Nett Rate means the Customer Rate less the Commission.

User Rate means the total rate/s for the provision of the Carrier Services paid by the User as specified 

in each Job Confirmation. 

 

Insurance 

 

You must ensure that, at all times, you maintain all applicable insurances covering the provision of the Carrier Services, including but not limited to Public Liability Insurance. 

 

Feedback Services 

 

You acknowledge that we operate a user feedback system on the Site upon which Users of the Site may post comments, compliments, criticisms and other observations regarding Carriers and the Carrier Services, including your business and your performance of the Carrier Services. You agree that we are not responsible for any content appearing on the feedback pages of the Site. 

 

Warranties 

 

We provide the Agent Services to you on an 'as is' basis and without any warranty - express, implied or statutory - as to the quality, efficacy, reliability or other attribute or characteristic of any third party, including Users of the Site. 

 

You warrant that you will: 

 

•          (a)  not use the Site for illegal purposes, including without limitation, posting to the Site information encouraging conduct that would constitute a criminal offence; 
 

•          (b)  not use any feature of the Site to send unsolicited commercial emails to Users of the Site, whether individually or as a group; 
 

•          (c)  not copy, translate, reproduce, communicate to the public, adapt, vary or modify anything on the Site without our prior written consent; 
 

•          (d)  not use anything on the Site for or in connection with any business or enterprise (whether for profit or otherwise) that is in competition with our business; 
 

•          (e)  not post to the Site or otherwise propagate material of any kind which contains computer worms, viruses or other types of malicious or harmful programs; 
 

•          (f)  not take any action that imposes an unreasonable or disproportionately large load on the Site’s infrastructure; 
 

•          (g)  not damage, modify, interfere with, disrupt or destroy the files, data, passwords, devices or resources that belong to us or do anything that compromises the security of the Site; 
 

•          (h)  not use the Site to engage in misleading or deceptive on-line marketing practices; 
 

•          (i)  not use the Site to transmit junk mail, spam, chain letters or engage in other flooding techniques or mass distribution of unsolicited email; and 
 

•          (j)  not use the Site in relation to the actual or proposed transportation of any illegal or prohibited goods. 
 

Privacy 

 

You warrant that in respect of the Personal Information that you obtain from us or hold in connection with the provision of the Carrier Services, you will comply with Privacy Laws in Australia and will not do any act or engage in any practice which would breach those Laws. 

 

Restraint 

 

To the extent that a User of the Site is introduced to you by us, you agree that for a period of three months from the date of each introduction you shall not solicit that User to procure the Carrier Services from you directly, unless we provide you with prior written consent. Should you breach this term, you agree that you shall be liable to pay to us the Commission for any bookings made in breach, as if those bookings were made in accordance with the terms of these Carrier Terms of Use. 

 

Confidential Information 

 

The parties may use the Confidential Information for the purpose of performing their obligations under the Carrier Terms of Use and must keep the Confidential Information confidential at all times and shall not disclose, duplicate, use or permit the use of the Confidential Information except where: 

 

•          (a)  the information is public knowledge (but not because of a breach of the Carrier Terms of Use) or the party has independently created the information; 
 

•          (b)  disclosure is required by law or a regulatory body (including a relevant stock exchange); or 
 

•          (c)  disclosure is made to a person who must know for the purposes of the Carrier Terms of Use on the basis that the person keeps the information confidential. 
 

Where disclosure of the Confidential Information to a party’s officers or employees is necessary for that party to perform its obligations under the Carrier Terms of Use, that party will take reasonable steps to ensure that its employees and or officers also observe requirements of these Carrier Terms of Use and will at the request of the other party procure that they enter into confidentiality agreements. 

 

Upon our request, you must return to us all documents or material of any kind which is in your possession or under your control and which contains or relates to the Confidential Information. 

 

Each party’s obligations in respect of Confidential Information will continue to be binding notwithstanding the expiration or termination of the Carrier Terms of Use except in relation to information which is or becomes generally available to the public. 

 

Confidential Information means all confidential or commercially sensitive or valuable information belonging to or concerning the parties including but not limited to trade secrets and confidential knowhow, information concerning or relating to the past, present or contemplated marketing strategies, internal or external business operations, financial information, details relating to the outcome of any mediation between the parties or details relating to any settlements reached by the parties as part of a dispute resolution process or any other information designated in writing by a party as ‘commercial in confidence’. 

 

Intellectual Property 

 

Each party covenants that they are the exclusive owner or licensee of their respective Intellectual Property. The parties acknowledge that nothing in the Carrier Terms of Use removes, assigns, alters or otherwise varies either party’s ownership of their Intellectual Property. 

 

We may use any of your Intellectual Property in connection with the performance of our obligations under the Carrier Terms of Use. When using the Intellectual Property: 

 

•          (a)  we may only use the Intellectual Property in connection with performing our obligations under the Carrier Terms of Use; and 
 

•          (b)  our right to use the Intellectual Property constitutes a royalty free, non-exclusive, non- transferrable right to use the Intellectual Property in accordance with this term. 
 

Each party must immediately notify the other in writing if they receive notice or become aware of: 

•          (a)  any infringement or threatened infringement of any of the Intellectual Property of the other party or any common law passing off or any action amounting to such; or 
 

•          (b)  any third party allegation or claim that any of the Intellectual Property of the other party is liable to cause deception or confusion to the public, or is an infringement of a third party’s rights or is otherwise liable to attack or to be removed from the register. 
 

You indemnify us against all losses, damages, expenses and legal costs (on a solicitor and own client basis and whether incurred by or awarded against us) that we may sustain or incur as a result of any suspected or actual infringement of the Intellectual Property by you. 

 

Intellectual Property means any trademark associated with the respective party together with all copyrights, patents, service marks, trade names, designs, domain names, audio recordings, video recordings, photographs, broadcasting and similar industrial, commercial and intellectual property of or associated with the respective party (whether registered or not and whether protected by law or not) including rights in know-how and confidential information. 

 

Intellectual Property Rights means all intellectual property rights including: 

 

•          (a)  patents, copyright, registered and unregistered design rights, registered and unregistered trademarks, rights in know-how and confidential information and all other intellectual and industrial property rights without limitation; 
 

•          (b)  all similar or analogous rights existing under the laws of any country; and 
 

•          (c)  any application or right to apply for registration of any of those rights. 
 

Trade Mark/s means any registered or unregistered mark, trade mark, trade mark applications and common law trade marks owned or licensed to either party from time to time. 

Termination 

 

Without limiting other rights or remedies available to us, we may immediately suspend your access to the Site on a temporary or indefinite basis if you have, or are likely to, in our reasonable opinion: 

 

•          (a)  breach any terms of the Carrier Terms of Use; 
 

•          (b)  provide false or misleading information to us or to a User of the Site; 
 

•          (c)  act in a manner that would cause damage, loss and/or legal liability for us; 
 

•          (d)  be convicted of a criminal offence carrying a jail term of five years or more, or an offence involving fraud, deception, dishonesty or misleading conduct; or 
 

•          (e)  commit any act of bankruptcy as defined in the Bankruptcy Act 1966 (Cth), make a scheme of arrangement with creditors, or are placed in receivership, liquidation, administration or any form of insolvency administration. 
 

Termination or suspension of the Carrier Terms of Use does not affect any accrued rights or remedies of either party under the Carrier Terms of Use. 

 

Effects of Termination 

 

Upon termination or expiration of the Carrier Terms of Use both parties must: 

 

•          (a)  immediately cease to use the Intellectual Property of the other party and if required by the other party destroy or send to the other party any materials bearing the Intellectual Property which are in the possession or control of that party; 
 

•          (b)  not represent itself as being connected with the other party in any way; and 
 

•          (c)  immediately cease to use the Confidential Information relating to the other party and return to the other party all such Confidential Information which is in the possession or control of the that party. 
 

If you fail to satisfy any of its obligations under this term you acknowledge that: 

•          (i)  you are aware that any such breach will result in us suffering damage; and 
 

•          (ii)  in the event of a suspected or actual breach of those terms, we are entitled to seek and obtain injunctive relief and damages; and 
 

•          (iii)  you indemnify us against all losses, damages, expenses and legal costs (on a solicitor and own client basis and whether incurred by or awarded against us) that we may sustain or incur as a result of any suspected or actual breach of those terms by you. 
 

Indemnity and Release 

 

You agree to indemnify and hold harmless us for and against all expenses, costs, liabilities, claims, actions, proceedings, damages, judgments and losses of any kind whatsoever (including consequential and economic losses, property loss/damage and damages for injury, including personal injury and death) incurred or suffered by us arising out of, caused by, attributable to or resulting from: 

 

•          (a)  any act or omission by you; 
 

•          (b)  your negligence; or 
 

•          (c)  your non-compliance with these Carrier Terms of Use. 
 

To the extent permitted by the law, you agrees to release, us and our current and former officers, employees and agents from all liabilities, claims, actions, proceedings, damages, judgments and losses of any kind whatsoever (including consequential and economic losses, property loss/damage and damages for injury, including personal injury and death) which you may incur or suffer arising out of, caused by, attributable to or resulting from: 

 

(i) an act or omission of any User of the Site; 

 

•          (ii)  us performing any obligation or enforcing any right under the Carrier Terms of Use; and 
 

•          (iii)  the provision of the Agent Services by us. 
 

Force Majeure 

 

We are not responsible for any loss arising out of any occurrences or conditions beyond our control, including but not limited to any Force Majeure. 

 

Force Majeure means flood, war, terrorism, earthquake, act of god, general strike or any other event or thing outside either party’s control including any change in itinerary or schedule which precludes us from performing ourobligations under the Carrier Terms of Use. 

 

Survival 

 

Any indemnity or any obligation of confidence under the Carrier Terms of Use is independent and survives termination of the Carrier Terms of Use. Any other term by its nature intended to survive termination of the Carrier Terms of Use survives termination of the Carrier Terms of Use. 

Entire Agreement 

 

The Carrier Terms of Use constitutes the entire agreement between the parties in connection with its subject matter and supersedes all previous agreements or understandings between the parties. 

 

Severability 

 

Part or all of any clause of these Carrier Terms of Use that is illegal or unenforceable will be severed and the remaining terms and conditions will continue in force. 

 

Waiver 

 

A party does not waive a right, power or remedy if it fails to exercise or delays in exercising the right, power or remedy. A single or partial exercise of a right, power or remedy does not prevent another or further exercise of that or another right, power or remedy. A waiver of a right, power or remedy must be in writing and signed by the party giving the waiver. 

 

Relationship 

 

These Carrier Terms of Use expressly creates a relationship of agency and does not create a relationship of employment or partnership at law between the parties. 

 

Governing Law 

 

These Carrier Terms of Use is governed by the law applicable in New South Wales and the parties irrevocably and unconditionally submit to the non-exclusive jurisdiction of the courts of that state. 

 

Assignment 

 

The parties may not assign, transfer, charge or make-over or purport to assign the Carrier Terms of Use or any of its rights or obligations or any part of them without the prior written consent of the other party which will not be unreasonably withheld. 

 

Dispute Resolution 

 

If a dispute arises between the parties then the parties agree to use their best endeavours to resolve such dispute within a period of 7 days from the time either gives to the other written notice of the dispute.