Apex FBA Services
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TERMS OF SERVICE
Please read the following terms and conditions of service before using Apex FBA Services.

This web site and the company, Apex FBA Services is operated from Tyne Mills, Hexham, Northumberland, NE46 1XL and is a trading name of Apex International Trading LTD, 12 Green Rising, Ovington, Northumberland, NE42 6DX. Tel. 01661 611 203. If you have any queries about this website or the service it provides, please contact us at the above address or email [email protected]

The followings Terms of Service are subject to copyright and are reserved for the sole use of Apex FBA Services (the company).

The Company provides all items and services on the following Conditions which can be varied only in writing by an Officer of the Company.

1. CHANGES TO TERMS
  1. The company reserves the right to update, change or replace any part of to the terms of service, to the Statement Of Work or to the Tariff. The company will, as far as reasonably practicable, notify the customer in writing within 21 days prior to any significant change that the change will be made. The customer is responsible for periodically checking for any changes to the terms of service as continued use of the website or service following any change to the terms is considered by the company an acceptance of those changes.
2. THE COMPANY’S OBLIGATIONS
  1. The duty of the company is only to the customer and not to any third party or representative of the customer. Any advice given can only be relied upon by the customer and not by any other party. A customer is recognised as the individual or business to which an apexfba.com account belongs to.
  2. The responsibility of any goods starts when they have been delivered into the warehouse and ends when they have been loaded into a courier's vehicle for dispatch or when the company becomes aware of any grounds for disposal.
  3. The company will provide its services with reasonable skill and care. Unless advance notice is given within reasonable time, with sufficient warning and with a sufficient amount of detail, no particular special treatment or precautions for the goods need to be taken by the company.
3. UNDERTAKINGS OF THE CUSTOMER
  1. It is a condition of the contract that the customer must warrant, represent and undertake the terms and policies of the service.
  2. Goods sent to the warehouse must be owned by the customer or the customer must have the authorization of the goods owner to be in control of the goods.
  3. Except where it is agreed to by an officer of the company and detail is provided with sufficient warning, none of the goods sent to the warehouse are to become a health and safety hazard, cause pollution to the environment, contain any illegal substance or be illegal for the company to handle, contaminate the warehouse if escape from its packaging or consist of 60% or more of the combined shipping weight in waste material.
  4. Information given by the customer shall be correct and up to date at all times. Any documentation or information which the company may reasonably request relevant to goods or the services it provides will be provided by the customer within a reasonable time.
  5. The customer will comply with any reasonable requirements of the company relating to administering their Seller Central account and their apexfba.com account, handling of documentation, providing information relevant to the company's duties, shipping, packing and forwarding of goods.
4. THE COMPANY'S LIABILITY
  1. While the company will maintain reasonable efforts to protect the customer's goods from loss, damage or mistreatment, however arising, the company shall have no liability for any loss.
  2. The customer, unless when expressly agreed, will self-insure or make arrangements to cover the goods against all insurable risks to a value equal to the replacement cost of the goods including duties and taxes. The insurance held by the company is for the purpose of liability against the potential of a breach of its obligations to the customer and does not cover the customer's goods.
  3. The company shall not be liable for any claims without having received notice in writing of the claim within 7 days of the occurrence prompting the claim or without being given sufficient detail to enable an investigation into the occurrence prompting the claim within sufficient time.
  4. The customer agrees that the company shall not be liable for any delay, loss, damage or costs as a result of any inaccurate information provided by the company, any information published incorrectly on the site or platform or any delay or longer than expected turnaround time with respect to the services carried out by the company.
  5. In the event off any claim, the company shall accept no responsibility for the authenticity or lack thereof the customer’s products, nor does it accept any responsibility for any goods or provisions of service related to goods that infringe on the intellectual property rights of a 3rd party.
  6. The company is released of its obligations to the customer without notice in the case of any loss the company encounters that is contributed by the customer or if the customer is in breach of their obligations.
5. CHARGES AND PAYMENTS
  1. All fees and charges implemented by the company are detailed in the standard tariff and may change by prior notice to the customer. The notice shall be no less than 30 days for any increase. If the customer does not agree to any increase in charges, within 21 days the customer will give notice to the company and arrange goods to be removed from stock. If the goods are not removed, then the increase in charges will appl to those goods upon the expiry of the company's notice.
  2. The customer understands and agrees to the terms and fees detailed in the standard tariff.
  3. The company is entitled to payment without prejudice to any other right or remedy for its services within a 30 day period of credit which will commence at the time the goods are loaded onto a vehicle or collected in person or by an appointed courier for dispatch from the warehouse. Unless when agreed upon between the customer and the company, charges will be paid in full without deductions or periodic installments. The company reserves the right to remove credit privileges form the customer and charges will be paid on a pro-rata basis.
  4. Interest and fees may be payable on money overdue to the company. All applicable fees and interest will be charged in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.
  5. Where overdue money is payable to or claimed by the company, services and duties which the company is contracted to provide will be suspended. Any stock held by the company during a suspension period will be retained.
  6. The company reserves the right of particular and general lien over goods pending any overdue charge payable by the customer. For any goods under lien or where the company is required to retain goods, storage fees will be charged at the rate detailed in the tariff.
  7. The customer's imunity from fees for the provision of any service is not absolute and can be overcome once the company is made aware of any breach of procedure, policy or terms within the agreement.
6. MEMBERSHIP
  1. To use the service provided by the company, the customer is required to register or have previously registered an apexfba.com account and therefore select and activate a membership subscription. The company agrees to provide its service to the customer only if the account is active with a membership subscription. Only one membership subscription is permitted per customer.
  2. When creating the account, the customer must provide accurate and up to date information in full. In some cases, the customer may be required to provide payment details in order to active an account subscription. The company's use and retention of such payment details are subject to the privacy policy.
  3. Whether free or paid for, a membership term starts on the day of which the customer creates an apexfba.com account and lasts for 1 colander month and will automatically renew at the end of the term unless the customer gives 7 days notice to cancel the membership or unless the company becomes aware of any reason to cancel the membership subject to section 12.
  4. The customer agrees to pay the applicable membership fee each month proportional to holding an active apexfba.com account. If a recurring payment plan has been entered into, the customer agrees that monthly payments will be processed automatically and may stop only if notice is given in writing to the company to cancel the membership or downgrade to a free membership subscription.
  5. A membership fee is owed from the day on which the membership subscription is created or renewed. If the company does not receive payment for the subscription before the end of the subscription term, the company holds the right to cancel the membership and close the account. Any unpaid subscription fee will be owed to the company.
7. COMMUNICATION POLICY
  1. All communication made and received by the company is monitored and held on record for as long as the company deems it necessary.
  2. The company may contact the customer by phone, email or snail mail for matters related to the service using only the phone number, email address or snail mail address provided by the customer when creating the membership account. The customer must inform the company once any of the preceding contact details are subject to an update or otherwise need to be changed and the customer must always remain reachable using any of the contact details provided.
  3. As a security precaution, the customer is permitted to email the company using only the email address connected to the relevant membership account. Emails from any other address will be considered to be a security risk and disregarded.
  4. The customer may correspond by phone by calling any of the phone numbers provided by the company. The customer will be expected to pass a security test when calling in order to proceed with any enquiry. Where the customer wishes to correspond directly with an account manager, calling and text messaging is permitted, however calls are subject to normal security checks and text messages may not be met with a response.
  5. The customer is not permitted to correspond with any member of the company using mobile/desktop apps, instant messaging or direct messaging through social media platforms unless it has been agreed to by an officer of the company or unless it is responding to marketing material.
  6. Any communication (including any notice given under these terms) will be deemed not to have been received unless written in English.
  7. During the term of service and for a period of 12 months following the termination of service, the customer may not directly or indirectly solicit or seek to employ or otherwise engage with any employee or contractor under frequent employment without written permission from the company prior to any such engagement except where such engagement is a formal enquiry or the result of a formal enquiry such as a response to an advertisement.
  8. The company will not tolerate any acts of intentionally offensive, aggressive, hostile, intimidating, harassing, distressing or otherwise abusive behavior by the customer or any of it’s affiliates or assigns inflicted on any of members of the company or any of its other customers.
8. RECEIVING AND STORAGE OF GOODS
  1. The Company has the right to charge for storage of any Goods for so long as it has custody of or is responsible for them.
  2. The customer agrees that only goods which it is permitted to sell without restriction are to be sent to the warehouse and with the intention of commissioning the company to prepare them for Fulfilment By Amazon and for no other purpose unless agreed to in writing by an officer of the company or a manager who reports directly to an officer.
  3. Storage of goods provided to the customer is subject to a maximum term proportional to the free storage period appropriate to the customer's account plan unless agreed to in writing by an officer of the company or a manager who reports directly to an officer. Any goods that have been stored in the warehouse for more than 6 months will be considered as abandoned by the customer and therefore disposed of subject to section 10.2.
  4. When sending goods to the warehouse, the customer is responsible for marking the packaging in such a way that will identify the goods inside as being goods that belong to the customer. Goods without such markings will be checked into "Unclaimed" inventory, allowing an opportunity for the customer to claim the goods as their own subject to correct identification including a product description and approximate quantity. It is the responsibility of the customer to recognised when their products have not been allocated to their apexfba.com client portal or if they have not received an inbound goods report with details of the goods when they believe that the goods have been successfully delivered to the warehouse. Upon such recognition, the customer must notify the company within 30 days of the goods' delivery to the warehouse.
  5. Upon receiving goods into the warehouse, the company is, as far as reasonably practicable and reasonably reliable, responsible for identifying the goods, counting them and inspecting for damage to the manufacturer's packaging. Inspection does not extend to the product inside the packaging, to the quality of the product or the suitability for its intended purpose. The company will provide details of damaged/unsellable goods to the customer in writing and hold them in stock for no more than 30 days pending a decision by the customer to either return the goods to the supplier or a nominated address (section 10.4) or give instructions to the company to dispose of the goods.
  6. The company expects any goods sent to the warehouse to be marked with an EAN, UPC or GTIN barcode. Any goods without such markings may encounter a delay of up to 30 days with respect to being checked into stock as defined in section section 8.5. Goods are checked in only as individual items even if the case pack, carton or any other type of shipping exclosue bares the EAN/UPC/GTIN number of the units inside.
  7. Should the customer request that goods received into the warehouse be recounted at any point, the company will only do so at the discretion of an officer or a senior member of the team who reports directly to an officer. In any such case, a recount of goods is subject to a fee detailed in the standard tariff and will be applied only if a discrepancy is apparent.
  8. The company may refuse any non-compliant delivery or any delivery that it deems unfit for storage or resale.
  9. A signature on behalf of a customer or its consignee on a delivery note is not evidence that the goods have been received in apparently good condition, only that the goods have been received and receivership of goods into the warehouse does not merit acceptance on behalf of the customer that the goods are in apparently good condition.
  10. The customer is required to give a surge notice within sufficient time. The company will be entitled to refuse the delivery of a surge or unusually large influx of goods or review, change or arrange charges for the duration of the impact caused by the surge if it considers the notice to be insufficient.
9. SHIPMENTS
  1. The creation of a shipment is considered to have been requested by the customer upon acknowledgement of the request by the company. Confirmation and details of the shipment and the shipping plan will be provided to the customer in writing along with an expected turnaround time until dispatch. The customer is required to highlight any errors in the shipping plan or any discrepancies that may lead to errors related to either the shipment or products within the shipment before the expiry of the predicted turnaround time.
  2. The customer agrees to request a shipment only when it consists of 10 or more units. This includes parts of a split shipment or each part of separate pack groups. In the event that a shipment request contains fewer than 10 units, the company reserves the right either to reject the request or to apply additional feels.
  3. Advertised prep fees apply to standard units and do not apply to heavy units, oversized units, used/collectable goods, hazmat or dangerous goods. The prep fee applied is proportional to each FNSKU where that FNSKU may consist of a single unit or assortment of units (bundle) and extends to the prep required for the goods to meet Amazon’s requirements and does not extend to any additional prep required by the customer.
  4. Except where it is agreed upon by an officer of the company and detail if provided for the purpose of a quote prior to any applicable goods being received and checked into stock, the preparation of bundles and multi packs are limited to 4 units and are subject to the exclusions set out in section 9.5.
  5. It is not within the parameters of the service provided by the company to prepare products containing liquid that exceeds a volume of 250ml or to combine goods into a multi pack or a bundle containing or consisting of glass, containing liquid or where the assembly or disassembly of separate products is required.
  6. Oversized or heavy units or hazmat/dangerous goods will be shipped separately to each other and separately to standard units. Additional fees shall apply to shipments containing hazmat/dangerous goods and will be applied proportional to each shipping label.
  7. It is the responsibility of the customer for ensuring that its Seller Central inventory is maintained and updated with listings proportional to each product held in stock at the warehouse or bundles of products before requesting a shipment. If the customer requests a shipment consisting of goods that cannot be matched to a listing within the Seller Central inventory, the shipment and preparation of products proportional to that shipment may be delayed by up to 30 days starting from the occurrence of the delay.
  8. The company reserves the right to refuse the preperation of any shipment that does not comply with the terms of service.
10. DISPOSAL AND REMOVAL OF GOODS
  1. The company reserves the right to charge the customer for the removal of goods from the warehouse either if the request to remove the goods has been made by the customer or if notice has been given to the customer by the company. The company may at any time, by written notice within 14 days, require the removal of goods by the date on which such notice expires or in the case of emergencies or urgency, require immediate removal.
  2. Where the customer fails to comply with section 10.1 or if any payment from the customer is overdue or while there is any reason for the company to suspend its service to the customer, or if the customer abandons its goods, the company may give imediate notice to the customer in writing that the goods may be or are being sold or otherwise disposed of. In any case that the notice given to the customer is solely due to overdue payment, the company will make reasonable attempts to remedy, without prejudice to its other rights, the overdue payment by allowing at least 7 days for the payment to be made. If applicable that the goods must be removed due to an overdue payment or failure to comply with section 10.1, the company may dispose of the goods at the customer's entire risk and expense by any method and at any cost it considers appropriate and reasonable. The value of the goods will be not accounted to the customer in leu of debt.
  3. Notice or action undertaken by the company with respect to the conditions in this section may not in itself terminate the contract between the customer and the company unless expressly stated in writing.
  4. If the customer wishes to return any goods to a supplier or ship goods to a nominated address that is not an Amazon receiver center, it must provide the company with a suitable shipping label (or labels) by email only after the goods have been received by the warehouse staff and checked into stock. In such a case, the company accepts no liability for any loss as the result of an inaccurate or invalid shipping label. Alternatively, the customer may provide the company with a shipping address and instruct it to dispatch the goods subject to a forwarding fee.
  5. If any goods have been identified by the company upon arrival at the warehouse as dangerous, extensively damaged, or unfit for storage, the company may chose to refuse delivery of the goods. In such a case, the company accepts no liability for any loss as the result of any goods that are rejected upon arrival at the warehouse.
11. DATA AND CONFIDENTIALITY
  1. Both the company and the customer will conduct themselves in accordance with the General Data Protection Regulations and other applicable protective legislation including the Data Protection Act 2018. Unless otherwise agreed, the company will be a data controller and the customer will be the data subject. The customer will be the controller of personal data or data relating to goods or consignees of goods.
  2. The company may use data supplied by or on behalf of the customer for purposes appropriate to the performance of the company’s obligations, the exercise of the company’s rights or for business planning by the company. The company may share data with a subcontractor for the provision of the company’s services to the customer, and with any government authority where appropriate. The company may share the details of any new business enquiry with alternative service providers within the companies affiliate network in order to help source a suitable solution for the enquirer.
  3. Subject to the provisions of this clause and applicable legislation, the company and the customer shall each keep confidential information or data supplied by or on behalf of the other which is expressed to be confidential or which is of such a nature that it should clearly be regarded as confidential by a reasonable person.
12. TERMINATION
  1. The company reserves the right to terminate the service and therefore this agreement at any time. In such a case, the customer will be provided with written notice and termination may be effective immediately.
  2. Convenient termination may take place at any time during the membership term subject to 7 days prior written notice to the company. If the end of the notice period falls within a term period, termination of the service will be effective at the end of the term.
  3. Effective termination of this contract may occur without prejudice to any rights or remedies within these terms or otherwise and without prior notice once the company becomes aware of (a) any incident in which the customer has failed to correct a breach of its obligations within 30 days of after receiving notice of the material breach; (b) the initiation of bankruptcy, reorganization, liquidation or insolvency proceedings or if the customer has such proceedings initiated against it; (c) any attempt or intention the customer may make to sell any part of it’s business, sold it’s business, makes an assignment for the benefit of it’s creditors or appoints or consents to the appointment of a trustee; (d) any data breach or security breach caused by the customer or any breach of confidentiality; [e) any loss or action that may lead to loss caused by the customer; (f) the customer’s failure to conform to the terms of this contract as detailed in section 3.1; (g) any reasonable grounds that trust and confidence no longer exist between both parties.
  4. In the event of termination of the provision of service under these terms for any reason, the customer agrees to cease immediately in it’s use of the service and to pay or arrange to pay, without unreasonable delay, any outstanding charges and arrears. The company agrees to hold goods following effective termination so that they are identifiable as belonging to the customer or a nominee of the customer for the purpose of removal from the warehouse by appropriate appointment during office hours so long as no lien is held on the goods by the company for a period of 14 days. The customer must arrange removal and carriage of all goods at its own expense, failure to do so will result in the disposal of the goods pursuant to section 10.2.
13. GENERAL
  1. “Writing” includes electronic communication such as email.
  2. Each exclusion or limitation of liability in these Conditions exists separately and cumulatively.
  3. Delay or failure by either party to enforce its rights shall not be a waiver of them.
  4. The company does not agree to undertake any tasks that fall outside the scope of these terms of contract unless agreed to in writing by an officer of the company or a manager who reports directly to an officer.
  5. The terms in this agreement exclude any terms and conditions which the customer seeks to impose.
  6. While the company has no formal complaints procedure in place, both parties shall use reasonable endeavors to negotiate and reach a resolution to any dispute arising between them.
  7. Nothing in these terms shall be considered or construed as the creation of a joint venture or partnership between the parties or as constituting either party as an agent for the other for any purpose. No party shall have the authority to bind a contract in the name of the other party or to create liability against the other party in any way.
  8. If the customer makes a false statement as part of any claim or notice it will be liable for penalties pursuant to damages or loss arising from the statement.
DEFIITIONS
The Company: Directors, officers, employees, contractors or licensors or Apex FBA Services and Apex International Trading LTD

The Customer: The ApexFBA.com account holder.

The Warewhouse: The premises in which the company carries out it's services to the customer.

Fees: Charges and rates as defines in the standard tariff.

Goods: The goods (including any associated documents and packaging materials) to which these Terms and the Services relates.

Product: Goods identified for the purpose of resale.

Unit: A single product.

Shipment: The service provided by which goods are prepared to Amazon’s specifications for FBA and consolidated into one consignment to be shipped to one of Amazon’s receiver centers.

Loss: Without limitations is theft, destruction, damage, shrinkage, contamination, deterioration, delay, or fraud as a result of action whether known or unknown, suspected or unsuspected, absolute or contingent, accrued or unaccrued, determined or speculative.

Surge: Any event that my lead to an extraordinary increase in activity or demand on the service such as a significantly large or larger than usual delivery to the warehouse or significantly large FBA shipment.