Please read the following terms and conditions carefully.
(a) cargo owners, or a party that controls the procurement and booking of a containerised shipment on behalf of a cargo owner, transported via sea (the “Freight Forwarders” or “you” as applicable); and
1.2. The Website is operated by Mizzen Group Pty Ltd (ABN 46 603 566 687) (“us”, “we”,“Mizzen”, “Mizzen Group”). Access to and use of the Website, or any of its associated products or Services, is provided by Mizzen Group. By using, browsing and/or reading the Website and/or using the Services, you confirm that you have read, understood and agree to be bound by the Terms. If you do not agree with the Terms, you must cease usage of the Website, or any of its products or Services, immediately.
1.3. Mizzen Group reserves the right to review and change any of the Terms by updating this page at its sole discretion. When Mizzen Group updates the Terms, it will use reasonable endeavours to provide you with notice of same. Any changes to the Terms take immediate effect from the date of their publication. Before you continue, we recommend you keep a copy of the Terms for your records.
2.1. You accept the Terms by registering for an Account, using the Services and/or making any payment as required under the Terms for use of the Services. You may also accept the Terms by clicking to accept or agree to the Terms where and if this option is made available to you by Mizzen Group in the user interface.
3.2. As part of the registration process, or as part of your continued use of the Services, you may be required to provide personal information about yourself (such as identification or contact details), including an email address and/or preferred username, a mailing address, a telephone number and a password.
(b) to the extent you provide any information about a third party, that you are duly authorised to provide that information to Mizzen and do so in accordance with all applicable laws including but not limited to the Privacy Act 1988 (Cth);
(c) to the extent that you use the Services to make a Booking or otherwise procure Shipping Line Services for a third party, that you are acting as agent for that party or are otherwise authorised to make that Booking or procure those Shipping Line Services on behalf of that third party.
(c) you have sole responsibility for protecting the confidentiality of your password and/or email address and use of your password by any other person may result in the immediate cancellation of the Services;
(d) any use of your registration information by any other person, or third parties, is strictly prohibited. You agree to immediately notify Mizzen Group of any unauthorised use of your password or email address or any breach of security of which you have become aware;
(i) you will not use the Services or Website for any illegal and/or unauthorised use which includes collecting email addresses of Members by electronic or other means for the purpose of sending unsolicited email or unauthorised framing of or linking to the Website;
(k) you agree that commercial advertisements, affiliate links and other forms of solicitation may be removed from Member Accounts without notice and may result in termination of the Services. Appropriate legal action may be taken by Mizzen Group for any illegal or unauthorised use of the Website; and
5.1. The Website provides Members with an opportunity to create an Account to access the Services, view shipping schedules and prices for shipment with a variety of Shipping Lines, search for, quote, book and/or provide containerised shipment (as applicable) (the “Shipping Line Services” ).
(a) monthly (or as otherwise specified on https://www.mizzenit.com/Help/Pricing or agreed to by us in writing) in advance by direct debit from your nominated bank account. By registering for an Account, you authorise us to direct debit the Fee from your nominated bank account until such time as your Account is terminated in accordance with these Terms.; or
5.4. The Shipping Line Fee is payable within 14 days of receipt by the Shipping Line of a valid tax invoice from Mizzen Group. Mizzen Group will render a monthly tax invoice in respect of all Shipping Line Fees incurred by the Shipping Line in the preceding month.
(b) any Booking Request made by you constitutes an offer to the relevant Shipping Line to purchase the shipping line services (including any Space and Equipment) specified in the Booking Request (the “Deliverables”), subject to any carriage conditions or other terms of service imposed by the relevant Shipping Line;
6.4. You acknowledge that at the time of placing the Booking Request, Mizzen Group may provide information contained in your Account and the Booking Request to the Shipping Lines. This relevant information includes but is not limited to your Account, the vessel sailing and dates for shipping, the rate selected and any specific requirements that you have noted.
(a) you are solely responsible for ensuring that the Shipping Line is aware of any specific factors that could be reasonably expected to impact on the provision of the Shipping Line Services and/or Deliverables; and
(b) neither the Shipping Lines nor Mizzen Group hold any liability for any loss, cost or damage suffered or incurred as a result of your failure to properly inform the Shipping Lines of these specific factors.
6.6. You acknowledge and agree that the Services may be used for Permitted Cargo only and must not be used to arrange transport of any hazardous or illegal goods. In using the Services as a Freight Forwarder, you warrant that you will comply with this clause and any loss or damage suffered by Mizzen Group or the Shipping Lines as a result of your breach of same will be solely your liability.
6.7. As a Freight Forwarder you acknowledge that you will be interacting with Shipping Lines that may have their own terms and conditions and other requirements that will affect your use of the Services and Deliverables. In using the Services, you warrant that you will have, at the time of the Booking Request, familiarised yourself with the applicable terms and conditions, policies or other relevant documentation provided by the specific Shipping Line that you wish to engage through the Deliverables. You acknowledge and agree that Mizzen Group holds no liability for any loss, cost or damage suffered or incurred by you as a result of your failure to comply with this clause.
6.8. You acknowledge that any interaction between you, as a Freight Forwarder and the Shipping Line outside of the Website is not within the scope of the Services provided by the Website and Mizzen Group. You indemnity Mizzen Group in accordance with clause 18 of these Terms in respect of any such interaction.
(a) Mizzen does not provide Shipping Line Services and is not responsible for any such services or Deliverables which are procured or booked using this Website, your Account or the Services and which may or may not be provided by the relevant service provider;
(c) Mizzen makes no warranty or representation regarding the standard of any Shipping Line Service or Deliverable to be provided by a third party in connection with the Website, your Account or the Services;
(a) the Website and the Services provide you with an opportunity to interact with Freight Forwarders who are looking to obtain Shipping Line Services and are interested in engaging you to provide the same;
(b) you are given the opportunity to provide a rate quote in response to a Freight Forwarder’s request for available Space and Equipment and, where a Booking Request is made, to accept the Booking Request and thereafter, to provide the Shipping Line Services and Deliverables to the Freight Forwarder in accordance with the agreement entered into between yourself and the Freight Forwarder pursuant to clause 6.3(d) .
(b) provide any other relevant information that a Shipping Line should reasonably provide a Freight Forwarder in respect of a Space and Equipment availability request (e.g. the shipping route changes, future delays, empty container release details and container terminal receival period).
7.6. You acknowledge and agree that in using the Services, interacting with the Freight Forwarders, providing the Shipping Line Services or Deliverables or anytime thereafter, you will comply with all applicable laws and regulations, and take out, hold and maintain all relevant insurances that may be required for your provision of the Shipping Line Services or Deliverables.
(a) the Freight Forwarder for any reason is unable to proceed with the Booking and withdraws, cancels or otherwise fails to complete the Booking (whether in part or in full) with the Shipping Line, the Freight Forwarder must notify Mizzen in writing within 2 Business Days of the withdrawal, cancellation or failure to complete; or
(b) the Shipping Line is for any reason unable to proceed the Booking or provide the Deliverables and withdraws, cancels or otherwise fails to complete the Booking (whether in part or in full) with the Freight Forwarder, the Shipping Line must notify Mizzen in writing within 2 Business Days of the withdrawal, cancellation or failure to complete.
8.5. The Cancelling Party acknowledges and agrees that if you confirm the withdrawal, cancellation or other failure to complete, or otherwise fail to respond to Mizzen within 2 Business Days of being notified under clause 8.4 , Mizzen will remit the Deposit to the Non-Cancelling Party in accordance with clause 9 below as if it had received notice from the Cancelling Party under clause 8.2 .
(a) the Freight Forwarder subsequently and for any reason withdraws, cancels or otherwise fails to complete the Booking (whether in part or in full), the Deposit will be forfeit and Mizzen will release the Deposit to the Shipping Line’s nominated account within 5 Business Days of notification in accordance with clause 8.2(a) ; or
(b) the Shipping Line subsequently and for any reason withdraws, cancels or otherwise fails to complete the Booking (whether in part or in full), Mizzen will refund the Deposit to the Freight Forwarder’s nominated account within 5 Business Days of notification in accordance with clause 8.2(b) ; and
(c) the Freight Forwarder will be entitled to, and the Shipping Line will provide, an account credit for use in respect of future shipping line services with the Shipping Line in an amount equivalent to the Deposit (Credit).
(c) Where the Shipping Line provides written confirmation of completion, or otherwise fail to respond to Mizzen within 2 Business Days of being notified under this clause 9.4 , Mizzen will refund the Deposit to the Freight Forwarder within 5 Business Days.
(b) for the purposes of clause 9.3 and 9.4 , where a Booking is completed in part but not in full, the Deposit and/or Credit (as applicable) will be applied in an equivalent proportion (i.e. on a per completed container basis).
Example: Space and Equipment Booking reserved 10 containers. Freight Forwarder only delivers 8 containers to Shipping Line. On completion of shipping, 80% of the Deposit is refunded to the Freight Forwarder and 20% of the Deposit is forfeit to the Shipping Line.
Example: Space and Equipment Booking reserved 10 containers. Shipping Line only completes shipping of 5 containers. 100% of the Deposit is released to the Freight Forwarder and Freight Forwarder receives a Shipping Line credit equivalent to 50%.
(b) unless otherwise indicated, all Intellectual Property Rights in the Services and content of the Website (including but not limited to text, graphics, logos, button icons, video images, audio clips, code, scripts, design elements and interactive features) are owned or controlled for these purposes, and are reserved by Mizzen Group or its contributors or licensors; and
10.3. Whilst you are a Member, you grant to Mizzen Group a non-exclusive, royalty-free, irrevocable, worldwide licence to broadcast, republish, up-load to a third party, transmit, post, distribute, adapt or modify Your Content for the purpose of providing the Services.
10.4. Mizzen Group does not grant you any other rights whatsoever in relation to the Website or the Services. All other rights, title and interest in the Website, Services and related products of Mizzen Group are expressly reserved by Mizzen Group.
10.6. You must not, without the prior written permission of Mizzen Group and the permission of any other relevant rights owners, broadcast, republish, up-load to a third party, transmit, post, distribute, show or play in public, adapt or change in any way the Services or third party Services for any purpose, unless otherwise provided by these Terms. This prohibition does not extend to materials on the Website which are freely available for re-use or are in the public domain.
11.2. You acknowledge and agree that Mizzen Group is entitled to promote the Shipping Line Services, including the Space and Equipment listed by you on the Website from time to time, including by newsletters, direct mail and direct marketing, online search engine marketing and optimisation practices and third party channels.
11.3. By registering for an Account, you grant Mizzen Group a non-exclusive, royalty- free, worldwide licence to use your brand, logo and/or service descriptions for its reasonable marketing and promotional purposes. This licence will cease immediately upon termination of this agreement and the cessation of your Membership.
11.5. You warrant that you have obtained the required approvals, authorisations and/or permissions and that by exercising its rights in accordance with this clause 11 , Mizzen Group will not infringe any third party Intellectual Property Rights.
13.1. The Shipping Line Services and the information regarding those Services are provided by third parties, not Mizzen Group. While we try to ensure that all content displayed on the Website is current and correct we cannot and do not guarantee or warrant that:
13.2. All Shipping Line Services (including the availability of Space and Equipment) displayed on the Website are subject to availability, indicative only and subject to change or removal without notice.
(b) any agreement to obtain or provide Shipping Line Services or Deliverables is an agreement entered into between you and the Shipping Line or Forwarder Freighter (as applicable) only and is governed by the terms of that agreement.
15.1. Nothing in the Terms limits or excludes any guarantees, warranties, representations or conditions implied or imposed by law, including the Australian Consumer Law (or any liability under them) which by law may not be limited or excluded.
(b) Mizzen Group will not be liable for any special, indirect or consequential loss or damage, loss of profit or opportunity, or damage to goodwill arising out of or in connection with the Services or these Terms (including as a result of not being able to use the Services or the late supply of the Services), whether at common law, under contract, tort (including negligence), in equity, pursuant to statute or otherwise.
15.3. Use of the Website and the Services is at your own risk. Everything on the Website and the Services is provided to you “as is” and “as available” without warranty or condition of any kind. None of the affiliates, directors, officers, employees, agents, contributors and licensors of Mizzen Group make any express or implied representation or warranty about the Services or the content on the Website. This includes (but is not restricted to) loss or damage you might suffer as a result of any of the following:
(a) failure of performance, error, omission, interruption, deletion, defect, failure to correct defects, delay in operation or transmission, computer virus or other harmful component, loss of data, communication line failure, unlawful third party conduct, or theft, destruction, alteration or unauthorised access to records;
15.4. You acknowledge that the Website and the Services are only intended to facilitate the interactions between the Freight Forwarder and the Shipping Line and does not offer any services other than the Services and Mizzen Group holds no liability to you as a result of any conduct of the Members or the misuse of Your Content by any party (including other Members).
16.2. You acknowledge and agree that Mizzen Group (and Personnel) will not be liable or responsible to you for any loss of revenue or business, direct, indirect, consequential, special or incidental loss, cost or damage suffered or incurred by you arising out of or in connection with these Terms, whether in contract, tort, equity or otherwise. This exclusion applies even if those damages or losses may reasonably be supposed to have been in contemplation of both parties as a probable result of any breach at the time they entered into this agreement. This shall include, but is not limited to, any loss of profit (whether incurred directly or indirectly), any loss of goodwill or business reputation and any other intangible loss.
16.3. You acknowledge and agree that Mizzen Group holds no liability for any direct, indirect, incidental, special consequential or exemplary damages which may be incurred by you as a result of providing Your Content to the Website.
16.4. Where liability cannot be excluded, Mizzen Group’s total aggregate liability arising out of or in connection with the Services or these Terms, however arising, including under contract, tort (including negligence), in equity, under statute or otherwise, will not exceed the resupply of the Services to you.
(a) may do so by providing Mizzen Group with fourteen (14) days’ notice ( Termination Period ) of your intention to terminate by sending written notice of the same to Mizzen Group via the ‘ Contact Us’ link on our homepage; and
17.3. In addition to clause 17.2 , Mizzen Group reserves the ri g ht to discontinue or cancel your membership at any time and may suspend or deny, in its sole discretion, your access to all or any portion of the Website or the Services without notice if you breach any provision of the Terms or any applicable law or if your conduct adversely impacts Mizzen Group‘s name or reputation or violates the rights of those of another party.
17.4. When the Terms come to an end, all of the legal rights, obligations and liabilities that you and Mizzen Group have benefited from, been subject to (or which have accrued over time whilst the Terms have been in force) or which are expressed to continue indefinitely, shall be unaffected by this cessation, and the provisions of this clause shall continue to apply to such rights, obligations and liabilities indefinitely.
(v) any claim, arising out of or in connection with the use by you or Mizzen Group (or any of their Personnel) of the Website (including Your Content) or the Services, regarding the infringement or alleged infringement of Intellectual Property Rights of any person; and/or
19.1. Compulsory : If a dispute arises out of or relates to the Terms, either party may not commence any Tribunal or Court proceedings in relation to the dispute, unless the following clauses have been complied with (except where urgent interlocutory relief is sort).
19.2. Notice: A party to the Terms claiming a dispute (“ Dispute ” ) has arisen under the Terms, must give written notice to the other party detailing the nature of the dispute, the desired outcome and the action required to settle the Dispute.
(b) If for any reason whatsoever, twenty-one (21) days after the date of the Notice, the Dispute has not been resolved, the Parties must either agree upon selection of a mediator or request that an appropriate mediator be appointed by the President of the Law Institute of New South Wales or his or her nominee;
(c) The Parties are equally liable for the fees and reasonable expenses of a mediator and the cost of the venue of the mediation and without limiting the foregoing undertake to pay any amounts requested by the mediator as a pre-condition to the mediation commencing. The Parties must each pay their own costs associated with the mediation;
19.4. Confidential : All communications concerning negotiations made by the Parties arising out of and in connection with this dispute resolution clause are confidential and to the extent possible, must be treated as "without prejudice" negotiations for the purpose of applicable laws of evidence.
19.5. Termination of Mediation : If thirty (30) days have elapsed after the start of a mediation of the Dispute and the Dispute has not been resolved, either Party may ask the mediator to terminate the mediation and the mediator must do so.
20.1. In the event that the Dispute is not resolved at the conclusion of the mediation, both parties are prohibited from instituting legal proceedings concerning the subject matter of the Dispute and the Dispute, controversy or claim arising out of, relating to or in connection with these Terms and Conditions, including any question regarding its existence, validity or termination, shall be resolved by arbitration in accordance with the ICC Rules of Arbitration (or any rules which supersede these rules). The seat of arbitration shall be Sydney, Australia. The language of the arbitration shall be English. The number of arbitrators shall be one. This clause 20 may be used as a bar to legal proceedings issued in any Court in any country which has ratified the Convention on the Recognition and Enforcement of Foreign Arbitral Awards 1958.
22.1. Entire agreement : Subject to these Terms, this agreement constitutes the entire agreement between the parties regarding the matters set out in it and supersedes any prior representations, understandings or arrangements between the parties, whether orally or in writing.
22.2. Jurisdiction and Governing Law : The Terms are governed by the laws of New South Wales, Australia. The parties submit to the exclusive jurisdiction of the courts of New South Wales and any courts competent to hear appeals from those courts.
22.5. Severance : If any part of these Terms is found to be void, unenforceable, invalid or illegal, it is to be read down to make it valid and legal, so far as possible. If not possible, that part shall be severed from this agreement without affect the rest of the Terms which shall remain in force.
22.6. Waiver : A right created by this agreement cannot be waived except in writing signed by the party entitled to that right. Delay by a party in exercising a right does not constitute a waiver of that right, nor will a waiver (either wholly or in part) by a party of a right operate as a subsequent waiver of the same right or of any other right of that party.
22.8. Consents or approvals : If the doing of any act, matter or thing under this agreement is dependent on the consent or approval of a party or is within the discretion of a party, the consent or approval may be delayed, conditioned or withheld at that party’s absolute discretion unless otherwise provided for in this agreement. Any consent or approval must be given in writin g at the Address for Service.
22.9. Assignment : A party must not assign its rights or benefits under this agreement to any person without the prior written consent of the other party (which may be delayed, conditioned or withheld at that party’s sole discretion).
22.10. Relationship of parties : Nothing in this agreement creates a joint venture, partnership, or the relationship of principal and agent, or employee and employer between the parties. No party has the authority to bind any other party by any representation, declaration or admission, or to make any contract or commitment on behalf of any other party or to pledge any other party's credit.
(j) Freight Forwarder Fee means the relevant fee(s) (as applicable to Freight Forwarders) detailed at https://www.mizzenit.com/Help/Pricing or otherwise agreed in writing by the parties, as varied from time to time in accordance with these Terms;
(l) Insolvency Event includes the winding up, dissolution or cessation of business, the appointment of an administrator, liquidator, receiver or an official manager, an assignment for the benefit of creditors, scheme of arrangement with creditors, insolvency and bankruptcy of a party or any similar procedure;
(n) Intellectual Property Rights means all intellectual property rights, including all copyright, patents, trade marks, design rights, trade secrets, domain names, know how and other rights of a similar nature, whether registrable or not and whether registered or not, and any applications for registration or rights to make such an application;
(w) Shipping Line Fee means the relevant fee (as applicable to Shipping Lines) detailed at https://www.mizzenit.com/Help/Pricing , or otherwise agreed in writing by the parties, as varied from time to time in accordance with these Terms:
(a) a reference to this agreement or these Terms or another document means this agreement or that other document and any document which varies, supplements, replaces, assigns or novates this agreement or that other document;
(n) if a day on or by which an obligation must be performed or an event must occur is not a Business Day, the obligation must be performed or the event must occur on or by the next Business Day and if an act occurs after 5pm on a day it is taken to occur on the next Business Day.