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STANDARD TRADING TERMS & CONDITIONS

Freight Forwarding Transportation Customs Coordination Warehousing and Related Logistics Services

KOPE LOGISTICS INC. 6550 NW 97th Avenue, Suite 220, Doral, Florida 33178 FMC Organization No. 027474 | USDOT 3995104 | MC 1499885 Effective September 16, 2026


IMPORTANT NOTICE

These Standard Trading Conditions are part of every agreement under which Kope Logistics Inc. provides or arranges services, unless Kope and the Customer sign a written agreement that expressly changes a provision. They contain payment obligations, liens, claim deadlines, indemnities, exclusions of consequential damages, and limitations of liability. Carrier liability is not cargo insurance. Customers should request cargo insurance or a higher declared value before cargo is tendered when the ordinary legal or contractual limits are inadequate.

BY REQUESTING SERVICES, ACCEPTING A QUOTATION OR BOOKING, SIGNING A CREDIT APPLICATION THAT INCORPORATES THESE CONDITIONS, OR TENDERING CARGO AFTER RECEIVING OR BEING DIRECTED TO THESE CONDITIONS, THE CUSTOMER AGREES TO THEM.


1 SCOPE ACCEPTANCE AND ORDER OF PRECEDENCE

1.1 These Conditions govern all present and future services performed or arranged by Kope for the Customer, including air, ocean, and ground transportation; freight forwarding; NVOCC services; customs and export coordination; warehousing; screening; consolidation and deconsolidation; transloading; ULD build-up and breakdown; in-bond movements; pickup and delivery; and related logistics services.

1.2 The Customer accepts these Conditions through any method stated in the Important Notice. The Customer warrants that it has authority to bind each principal on whose behalf it requests services and every person whose interest in the Goods is subject to the services, to the extent permitted by law.

1.3 Mandatory law controls over inconsistent contract terms. Subject to mandatory law, an expressly negotiated and signed agreement controls over these Conditions to the extent of a direct conflict; a Kope-issued house bill of lading, air waybill, warehouse receipt, rate confirmation, or other transport document controls the service it specifically covers; and these Conditions govern all remaining matters. A Customer purchase order or portal term does not change these Conditions unless Kope expressly agrees in a writing signed by an authorized officer.

1.4 A service-level target, estimated transit time, schedule, routing, delivery date, or response time is not a guarantee unless Kope expressly labels it a guarantee in a signed writing that also states the exclusive remedy for failure.


2 DEFINITIONS

2.1 "Customer" means the person requesting, accepting, or paying for services and any principal that person has authority to bind. "Goods" means cargo, packaging, containers, documents, and property tendered in connection with the services. "Charges" means all freight, handling, storage, screening, brokerage, accessorial, government, third-party, and other amounts relating to the services.

2.2 "Transport Document" means any bill of lading, sea waybill, air waybill, delivery receipt, warehouse receipt, rate confirmation, booking confirmation, tariff, or similar document governing a particular service or shipment. "Third-Party Provider" includes a carrier, airline, vessel operator, trucker, drayage provider, warehouse, terminal, screening provider, customs broker, agent, and any other independent contractor used for the services.


3 KOPE CAPACITY AND USE OF THIRD PARTIES

3.1 Kope may act in different legal capacities. Unless a Kope-issued Transport Document or signed agreement states that Kope acts as carrier, warehouse, or other principal, Kope acts as the Customer's agent to arrange services by Third-Party Providers. Kope does not become a carrier merely by quoting, booking, consolidating, paying, or issuing routine forwarding documents.

3.2 When acting as agent, Kope will exercise reasonable care in selecting Third-Party Providers but does not warrant their performance. Their tariffs and terms apply to the services they perform. Kope may disclose those terms or assist with a claim upon reasonable request, and the Customer will reimburse reasonable out-of-pocket costs of that assistance.

3.3 When Kope issues its own house air waybill, house ocean bill of lading, motor carrier bill of lading, or warehouse receipt as principal, Kope's obligations are governed by that document, these Conditions, and applicable mandatory law. Kope may subcontract performance and may use any route, mode, carrier, equipment, or facility reasonably selected for the service.


4 INSTRUCTIONS QUOTATIONS BOOKINGS AND OPERATIONAL CHANGES

4.1 The Customer shall give complete, timely, and lawful written instructions. Kope may rely on instructions appearing to come from an authorized Customer contact. Oral instructions are effective only when confirmed in writing or acted upon without objection.

4.2 A quotation is based on the facts stated in it, including commodity, weight, dimensions, pieces, route, dates, equipment, service level, and currency. Unless stated otherwise, it is an estimate subject to capacity and carrier acceptance and excludes duties, taxes, inspections, exams, storage, demurrage, detention, chassis, congestion, security, fuel, reweigh, reclassification, redelivery, and other unforeseen or accessorial charges.

4.3 Kope may adjust Charges when the Customer's information is inaccurate or incomplete; actual weight, dimensions, classification, or service differs; a carrier or authority changes a charge; currency values change; or circumstances beyond Kope's reasonable control increase cost. Ocean rates and charges remain subject to Kope's applicable tariff and Federal Maritime Commission requirements.

4.4 Kope may depart from instructions when reasonably necessary to protect persons, property, compliance, or the Customer's interests. Kope will use commercially reasonable efforts to notify the Customer when a material departure is practicable.


5 CUSTOMER AUTHORITY INFORMATION AND CARGO WARRANTIES

5.1 The Customer warrants that it is the owner of the Goods or has authority from the owner and all interested parties to tender the Goods and give instructions. The Customer shall identify the correct shipper, consignee, importer of record, exporter or U.S. Principal Party in Interest, Foreign Principal Party in Interest, beneficial owner, and end user, as applicable.

5.2 The Customer warrants that every description, value, weight, dimension, piece count, country of origin, tariff classification, license determination, party name, address, security filing element, and other item of information supplied directly or indirectly is complete, accurate, and not misleading. Kope may rely on that information without independent investigation, but may verify or correct it when required by law or operational necessity.

5.3 The Customer shall review documents prepared from its information promptly and notify Kope immediately of any error. Kope is not responsible for consequences that could reasonably have been avoided by timely Customer review and correction.


6 PACKAGING MARKING WEIGHT AND CARGO CONDITION

6.1 The Customer is responsible for packaging, blocking, bracing, palletizing, marking, labeling, and securing the Goods so they withstand ordinary handling and the contemplated modes of transport. Unless Kope expressly accepts a packaging service in writing, acceptance of cargo does not constitute approval of packaging.

6.2 The Customer shall provide verified weights when required, including verified gross mass for ocean containers, and shall ensure that pallets, skids, containers, seals, and unit load devices prepared by or for the Customer are safe, compliant, and suitable. Kope may reweigh, remeasure, restack, rewrap, relabel, or recondition cargo when reasonably necessary, at the Customer's cost.

6.3 Goods are received subject to count, contents, condition, and quality unknown unless Kope conducts and records a specific inspection. Apparent good order relates only to external condition reasonably visible at receipt.


7 DANGEROUS GOODS BATTERIES AND SPECIAL CARGO

7.1 Before tender, the Customer shall disclose in writing all dangerous or hazardous materials, lithium batteries, regulated waste, chemicals, aerosols, flammables, perishables, temperature-sensitive goods, live animals, pharmaceuticals, food, high-value goods, valuables, firearms, controlled substances, and any cargo requiring permits or special handling. Tender requires Kope's prior written acceptance.

7.2 The Customer is solely responsible as offeror or shipper for correct classification, identification, packaging, marks, labels, declarations, shipping papers, Safety Data Sheets, emergency response information and telephone number, training, and all other requirements under applicable law and the current rules governing the relevant mode, including 49 CFR Parts 171 through 180, ICAO Technical Instructions, IATA Dangerous Goods Regulations, and the IMDG Code.

7.3 Kope may reject, isolate, return, unload, render harmless, destroy, or otherwise dispose of dangerous, leaking, unstable, infested, contaminated, or unlawfully tendered Goods when reasonably necessary or directed by an authority. To the maximum extent permitted by law, the Customer bears all resulting Charges, losses, response costs, fines, penalties, and liabilities.

7.4 An SDS does not replace a required dangerous-goods declaration or shipper certification. Cargo described as non-hazardous remains subject to verification, inspection, and refusal.


8 SECURITY SCREENING INSPECTION AND REFUSAL

8.1 The Customer and each person tendering air cargo consent to screening, search, and inspection of the Goods as required by applicable law and security programs. Kope shall refuse to offer air cargo for transport when the shipper does not consent to required search or inspection.

8.2 Kope may open, inspect, photograph, scan, screen, test, or inventory Goods when required by law, a government authority, carrier, security program, facility rule, or reasonable safety concern. Inspection does not shift the Customer's compliance responsibilities to Kope.

8.3 Kope may refuse, suspend, or condition any service or shipment that it reasonably believes is unsafe, unlawful, noncompliant, improperly documented, inadequately packed, outside credit limits, or operationally impracticable.


9 CUSTOMS IMPORT EXPORT AND GOVERNMENT FILINGS

9.1 The Customer remains responsible for legal compliance, admissibility, licensing, valuation, classification, origin, duty eligibility, recordkeeping, and the acts or omissions of the importer, exporter, and other principal parties. Advice by Kope is operational assistance, not legal or tax advice.

9.2 Customs business will be performed only by a duly licensed customs broker under a valid power of attorney executed directly with the importer of record or other eligible principal. Kope may coordinate customs services through a licensed broker without itself undertaking customs business.

9.3 Kope will file Electronic Export Information or act as an authorized export agent only after receiving the written authorization and data required by law. The Customer shall provide license determinations and all data early enough to meet filing and carrier deadlines.

9.4 Kope may stop work and decline any transaction involving suspected errors, omissions, misrepresentations, unlawful conduct, or unresolved compliance concerns. The Customer shall promptly respond to requests for substantiation and corrections.


10 SANCTIONS EXPORT CONTROLS AND ANTI-CORRUPTION

10.1 The Customer warrants that the transaction, Goods, parties, ownership, payment, routing, destination, end use, and end user comply with applicable sanctions, export controls, antiboycott laws, customs laws, and anti-corruption laws. The Customer shall not use Kope to conceal a party, destination, origin, value, or prohibited purpose.

10.2 Kope may conduct risk-based screening and request ownership, identity, licensing, end-use, or transaction records. Kope may reject, block, suspend, report, or disclose a transaction or Goods when reasonably required by law or a competent authority, without liability for resulting delay or nonperformance except to the extent liability cannot lawfully be excluded.


11 MODE SPECIFIC TRANSPORTATION TERMS

11.1 Air For international air carriage governed by the Montreal Convention of 1999, liability and claim rules are governed by that Convention, including the cargo limit then in force. As of the version date of these Conditions, the revised Article 22 cargo limit is 26 Special Drawing Rights per kilogram. Other air carriage is governed by the applicable air waybill, carrier conditions, tariff, and mandatory law.

11.2 Ocean When Kope acts as an NVOCC or ocean carrier, its applicable house bill of lading and tariff govern. To the extent permitted, the U.S. Carriage of Goods by Sea Act applies from receipt through delivery, including periods before loading and after discharge, and the $500 per package or customary freight unit limitation applies unless a higher value is declared in writing and accepted before shipment with any required additional charge paid.

11.3 Motor When Kope acts as a motor carrier, the bill of lading, written rate confirmation, tariff, any valid released-value agreement, and the Carmack Amendment apply as applicable. When Kope acts only as a property broker or arranger, it does not assume motor-carrier cargo liability and remains responsible only for its own failure to exercise the standard of care expressly stated in these Conditions.

11.4 Multimodal For multimodal transportation, liability is determined by mandatory law and the governing Transport Document. If the stage of loss is known, the law and contractual limits applicable to that stage govern to the extent enforceable. If the stage is unknown, the liability regime stated in Kope's through Transport Document governs.


12 WAREHOUSING HANDLING AND INVENTORY

12.1 Warehouse services are subject to the applicable warehouse receipt or storage agreement and Florida law. Kope will exercise the care a reasonably careful warehouse would exercise under similar circumstances but is not liable for loss that such care could not have avoided.

12.2 Unless a different limitation is stated in a warehouse receipt or signed storage agreement, Kope's liability for physical loss of or damage to warehoused Goods is limited to the lesser of actual direct loss or $0.50 per pound of the gross weight of the Goods actually lost or damaged. The Customer may request a higher declared value in a record at or within a reasonable time after contracting; it applies only if Kope accepts it in writing and the Customer pays any increased charge.

12.3 Inventory records are based on external marks, labels, barcodes, piece counts, and information supplied by the Customer unless a different count or inspection service is agreed. Ordinary variance, concealed shortage, natural shrinkage, evaporation, inherent vice, and deterioration are not presumed to result from Kope's failure to exercise reasonable care.

12.4 Storage may be terminated as permitted by the governing receipt, agreement, and law. Goods that are hazardous, deteriorating, or likely to fall below accrued Charges may be handled or disposed of under the expedited rights provided by law.


13 TEMPERATURE CONTROLLED PERISHABLE AND HIGH VALUE GOODS

13.1 Special handling, temperature range, ventilation, humidity, monitoring, security, chain-of-custody, or time-critical requirements apply only when fully disclosed and expressly accepted in writing before tender. The Customer shall provide validated packaging, instructions, tolerances, shelf-life data, and any required data logger.

13.2 Kope does not guarantee uninterrupted temperature control or a delivery time unless a signed writing expressly provides a guarantee and remedy. A temperature excursion or delay alone does not establish loss; the claimant must prove actual damage and causation.

13.3 Currency, negotiable instruments, precious metals or stones, jewelry, fine art, antiques, documents of exceptional value, and other unusually valuable Goods are accepted only under a specific written agreement addressing value, security, and insurance.


14 CARGO INSURANCE AND HIGHER DECLARED VALUE

14.1 Kope does not insure the Goods and carrier or warehouse liability coverage is not cargo insurance. Kope will procure cargo insurance only after the Customer requests it in writing, supplies all required information, agrees to the premium and terms, and receives Kope's written confirmation of placement before the risk attaches.

14.2 Insurance is governed solely by the policy. Kope is not an insurer and does not warrant coverage or claim payment. The Customer shall review exclusions, deductibles, valuation, geographic scope, and claims duties.

14.3 A commercial invoice value, customs value, or value shown in ordinary shipping data is not a declared value for liability. A higher declared value is effective only when specifically requested, accepted in writing by the party assuming liability, inserted in the governing Transport Document when required, and any additional charge is paid.


15 CHARGES CREDIT AND PAYMENT

15.1 Charges are prepaid unless Kope approves credit in writing. Approved terms, including Prepaid, Net 15, or Net 30, run from the invoice date. Credit limits and terms may be reviewed, reduced, suspended, or withdrawn at any time. Kope may require security or prepayment and may hold or decline Goods or services when an account is past due or exceeds its limit.

15.2 The Customer is unconditionally responsible for all Charges and shall not withhold, deduct, or set off payment because of a claim, dispute, nonpayment by another person, or Kope's advance of funds. The undisputed portion of an invoice remains due. Incoterms or freight-payment notations do not alter the Customer's payment liability to Kope unless Kope expressly agrees in writing.

15.3 The Customer is responsible for duties, taxes, assessments, carrier charges, accessorials, storage, demurrage, detention, exams, fines attributable to Customer conduct or cargo, and amounts advanced on its behalf. Advances are due on demand.

15.4 A disputed invoice must be identified in writing with specific reasons and supporting records within 15 days after the invoice date, or it is deemed correct to the fullest extent permitted by law. Overcharge claims subject to a longer mandatory period retain that mandatory period.

15.5 Past-due amounts may bear a service charge of 1.5 percent per month, or the maximum lawful rate if lower. A $35 charge applies to a returned or dishonored payment. The Customer shall reimburse reasonable collection costs, including collection-agency fees, court costs, and attorneys' fees incurred to collect amounts due.


16 COMPENSATION RATES AND CONFIDENTIAL COMMERCIAL INFORMATION

16.1 Unless expressly stated as cost-plus, Kope's quoted or invoiced selling price is the agreed commercial price and need not equal Kope's procurement cost. To the extent permitted by law, Kope may retain freight spreads, brokerage, commissions, rebates, allowances, and other customary remuneration.

16.2 Kope's buy rates, carrier agreements, margins, commissions, routing arrangements, and vendor pricing are Kope confidential information. This clause does not restrict any disclosure, accounting, invoice detail, or document access required by law, including duties applicable when Kope acts as a licensed ocean freight forwarder for a principal.

16.3 For ocean transportation, Kope will publish and apply rates, charges, rules, and practices as required by the Shipping Act and Federal Maritime Commission regulations. Any pass-through charge that law requires to be passed through at cost will not be represented or marked up as an underlying carrier charge; Kope may separately state a lawful service fee.


17 GENERAL LIEN SECURITY INTEREST AND DISPOSITION

17.1 To the maximum extent permitted by law, Kope has a general and continuing lien on all Goods, documents, funds, and property in its actual or constructive possession or control, and on their proceeds, for all Charges owed by the Customer or relating to the Goods, whether arising from the current or another transaction.

17.2 For warehoused Goods, the lien includes present and future storage, transportation, demurrage, terminal, insurance, labor, preservation, sale, and related charges and extends to charges relating to other Goods when stated in the warehouse receipt or storage agreement, as permitted by Florida law.

17.3 Kope may withhold release while amounts are due. After legally required notice, Kope may sell or otherwise dispose of Goods in a commercially reasonable manner and apply proceeds to Charges and sale costs, holding any required balance for the person lawfully entitled to it. The Customer remains liable for any deficiency.


18 DELIVERY UNCLAIMED CARGO AND GOVERNMENT CONTROL

18.1 Delivery to the named consignee, its apparent authorized representative, a carrier or facility designated for the next movement, or a government authority constitutes delivery to the extent permitted by the governing Transport Document and law.

18.2 If the Customer or consignee fails to take delivery, Kope may store the Goods at the Customer's risk and expense, return them, or exercise lien and disposition rights. Storage does not waive freight or other Charges.

18.3 Kope may comply with orders, holds, inspections, seizures, releases, and dispositions directed by customs, security, law-enforcement, port, airport, health, or other authorities. The Customer bears related Charges except to the extent caused solely by Kope's breach of a nonwaivable duty.


19 LIABILITY LIMITATIONS AND EXCLUDED DAMAGES

19.1 Mandatory law and an applicable Kope-issued Transport Document control liability for carriage or warehousing. When Kope acts solely as agent, broker, customs or export coordinator, screening coordinator, or other non-carrier service provider, Kope is liable only for direct physical or financial loss proximately caused by its failure to exercise reasonable care, and liability is limited to $50 per shipment or transaction, unless Kope expressly accepts a higher limit in writing before performing the affected service.

19.2 Kope is not liable for the acts or omissions of a Third-Party Provider when Kope acts only as agent and exercised reasonable care in selection. If Kope is nevertheless held liable for a Third-Party Provider, Kope has every defense, exclusion, and limitation available to that provider, and no greater liability.

19.3 Kope is not liable for loss caused by insufficient packaging; inaccurate or incomplete information; act or omission of the Customer, shipper, consignee, owner, or government; inherent vice; ordinary leakage, shrinkage, wear, rust, oxidation, or deterioration; concealed damage; infestation; force majeure; or any cause for which liability is excluded by applicable law or the governing Transport Document.

19.4 TO THE MAXIMUM EXTENT PERMITTED BY LAW, KOPE AND ITS EMPLOYEES, OFFICERS, AGENTS, AND SUBCONTRACTORS ARE NOT LIABLE FOR LOST PROFITS, LOST SALES, LOSS OF MARKET, LOSS OF USE, BUSINESS INTERRUPTION, REPUTATIONAL HARM, LOSS OF DATA, OR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, EVEN IF ADVISED THAT SUCH DAMAGES MAY OCCUR.

19.5 No employee, officer, agent, or subcontractor of Kope will have greater liability than Kope. Each may rely on defenses and limitations in these Conditions and the governing Transport Document.


20 CLAIMS NOTICE INSPECTION AND TIME FOR SUIT

20.1 The Customer shall inspect the Goods at delivery, note visible loss or damage on the delivery record before signing, preserve packaging and seals, mitigate loss, and allow prompt inspection. Payment of a claim does not excuse payment of Charges.

20.2 A claim must identify the shipment, event, amount, basis, and supporting evidence, including the governing Transport Document, commercial invoice, packing list, delivery record, photographs, survey or inspection evidence, and proof of loss. A notice stating only that a claim may follow is insufficient where applicable law requires a quantified claim.

20.3 The deadlines below apply unless mandatory law or the governing Transport Document supplies a different deadline. The shortest valid deadline controls. Customer should notify Kope immediately so Kope can preserve recourse against Third-Party Providers.

CLAIMS SCHEDULE

International air — Notice of damage promptly and no later than 14 days after receipt; notice of delay no later than 21 days after cargo is placed at disposal. Formal claim as required by the air waybill and applicable convention. Suit must be commenced within two years under the Montreal Convention.

Ocean — Visible loss must be noted at delivery; concealed loss must be reported within three days after delivery. Formal claim as required by the bill of lading and tariff. Suit must be commenced within one year under COGSA or the bill of lading, as applicable.

Motor carrier — Visible damage should be noted immediately at delivery. When Carmack applies, a formal claim must be filed within nine months and suit commenced within two years after written disallowance.

Warehouse and other services — Notice must be given immediately and no later than 30 days after delivery or discovery. Formal claim must be submitted within 90 days after the event, and suit commenced within one year after the event.

20.4 Failure to give timely notice, preserve evidence, permit inspection, submit a complete claim, or commence suit within the controlling period bars or reduces recovery to the extent provided by the applicable law or contract.


21 CUSTOMER INDEMNITY

21.1 The Customer shall defend, indemnify, and hold harmless Kope and its officers, employees, agents, and subcontractors from third-party claims, duties, taxes, Charges, losses, liens, general average, fines, penalties, cleanup and response costs, damages, and reasonable attorneys' fees arising from: Customer breach; inaccurate or incomplete information; improper packaging or loading; undeclared or misdeclared dangerous goods; sanctions, customs, import, export, security, or other legal noncompliance; Customer instructions; or injury, death, or property damage caused by the Goods.

21.2 The indemnity does not apply to the extent a final judgment determines that the loss was caused by the indemnified party's gross negligence, willful misconduct, or other liability that cannot lawfully be shifted.


22 FORCE MAJEURE AND IMPEDIMENTS

22.1 Kope is not liable for delay, nonperformance, rerouting, or loss caused by events beyond its reasonable control, including severe weather, natural disaster, fire, epidemic, war, terrorism, piracy, civil unrest, strikes, labor shortage, cyberattack, utility or system outage, carrier cancellation, capacity shortage, port or airport congestion, equipment shortage, government action, embargo, sanctions change, customs or security hold, or infrastructure failure.

22.2 Kope may suspend, reroute, store, return, or terminate affected services and place the Goods at the Customer's disposal at a reasonably safe location. The Customer remains responsible for services performed and reasonable additional Charges incurred.


23 CONFIDENTIALITY DATA AND ELECTRONIC COMMUNICATIONS

23.1 Each party shall use the other's nonpublic commercial information only for the relationship and protect it with reasonable care. This duty does not apply to information already known without restriction, independently developed, publicly available without breach, lawfully received from another source, or required to be disclosed by law or authority.

23.2 The Customer authorizes electronic records, signatures, invoices, transport documents, and communications. Electronic records and signatures have the same effect as paper originals to the extent permitted by law.

23.3 Each party is responsible for reasonable security of its systems and accounts. A change to wire or payment instructions is not effective unless independently confirmed using a known telephone number or other previously established channel. The Customer shall not rely solely on an email requesting changed payment details.

23.4 Kope may process and disclose shipment and party data to carriers, agents, insurers, financial institutions, technology providers, and authorities as reasonably necessary to perform services, obtain payment, manage risk, or comply with law.


24 TERM SUSPENSION AND TERMINATION

24.1 These Conditions continue for all services until replaced or terminated prospectively. Either party may terminate an ongoing general relationship on 30 days' written notice, but termination does not cancel an accepted shipment or affect accrued rights, Charges, liens, claims, confidentiality, indemnities, liability limits, or dispute provisions.

24.2 Kope may suspend or terminate services immediately for nonpayment, credit deterioration, material breach, insolvency, safety or security concerns, suspected unlawful conduct, sanctions risk, or failure to provide required information or authorization.

24.3 Kope may revise these Conditions prospectively by giving reasonable notice. A revision does not apply to cargo already accepted unless the Customer agrees or law requires the change.


25 GOVERNING LAW VENUE AND JURY TRIAL WAIVER

25.1 These Conditions and the relationship are governed by Florida law, without regard to conflict-of-law rules, except where federal law, an international convention, or another mandatory law applies.

25.2 The parties shall first attempt in good faith to resolve a dispute through representatives with authority to settle. This does not extend a claim or suit deadline.

25.3 Subject to mandatory jurisdiction rules, the exclusive venue for any action is the state courts in Miami-Dade County, Florida, or the United States District Court for the Southern District of Florida. Each party consents to personal jurisdiction there.

25.4 TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY KNOWINGLY AND VOLUNTARILY WAIVES TRIAL BY JURY IN ANY ACTION ARISING FROM OR RELATING TO THE SERVICES, GOODS, OR THESE CONDITIONS.


26 GENERAL PROVISIONS

26.1 No waiver is continuing, and delay in exercising a right is not a waiver. If a provision is unenforceable, it will be enforced to the maximum lawful extent and the remainder will continue.

26.2 The Customer may not assign the relationship or any claim against Kope without Kope's prior written consent, except that an insurer's lawful subrogation rights are not impaired. Kope may assign receivables and may assign or subcontract performance consistent with these Conditions.

26.3 Headings aid reference only. Singular includes plural as context requires. References to law include amendments and successor provisions. English controls over any translation.

26.4 These Conditions, the governing Transport Documents, applicable tariff, and any signed customer-specific agreement form the entire agreement for the services and supersede inconsistent prior discussions. A modification must be in a writing signed by authorized representatives of both parties, except for prospective revisions under Section 24.3 and lawful tariff changes.

26.5 Notices concerning default, termination, claims, or legal process must be in a record capable of retention and sent to the address or designated contact shown in the applicable account records or Transport Document. Operational shipment messages may be sent through the ordinary agreed communication channel.

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