1. INTRODUCTORY PROVISIONS

These general terms and conditions for the provision of mediated domestic and international transport and logistics services (hereinafter referred to as " GTC ") regulate the contractual relations between Poolside as a service provider and its Customers as recipients of these services in the provision of mediated domestic and international transport and logistics services through contracted Carriers and other Poolside contractual Partners and are part of each Contract that Poolside concludes with the Customer. Deviations from these GTC can only be agreed in writing. Poolside reserves the right to unilaterally change or supplement these GTC at any time.

The current online version of the GTC, published and maintained on the poolside-logistics .com website , takes precedence and replaces all older or other versions of the GTC. By concluding the Contract, the Customer undertakes to comply with the GTC valid at the time of submission of the Shipment to the Carrier or other Partner for mediated domestic and international transport and/or logistics service.

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2. BASIC TERMS AND INTERPRETATION

1. Basic concepts

" Application " means the electronic user environment operated by Poolside , which is intended for Customers to select and order Services, as well as for related communication with Poolside , and which is accessible from the Poolside website at https://app.poolside-logistics.com/login .

“ Price ” has the meaning set out in paragraph 8.1 of these GTC.

“ Additional Costs ” has the meaning set out in paragraph 8.4 of these GTC.

" Carrier " or " Delivery Agent " means an entity other than Poolside through which Poolside collects, transports and delivers Shipments.

" Additional Services " means additional services provided by Poolside that are not the Services.

" Electronic Order " means (i) a legal act of the Customer aimed at concluding a Contract, made via electronic communication (in particular by e-mail or via SMS), by which the Customer accepts the offer of Services made by Poolside , or ( ii ) a legal act of Poolside aimed at concluding a Contract, made via electronic communication (in particular by e-mail or via SMS), by which it confirms the Customer's request, whereby such legal act on the part of the Customer and Poolside must contain sufficient determination of the subject of the Services, identification of the Parties and other essential requirements necessary for concluding a Contract. To identify the Parties, it is sufficient if the identity of the Parties is sufficiently clear from the Electronic Order, i.e. at least by the name of the entity and, where applicable, the person acting on behalf of such entity.

“ GDPR ” has the meaning set out in paragraph 16.1 of these GTC.

" Delivery Point " means the address to which the Shipment is to be delivered.

“ Montreal Convention ” means the Montreal Convention of 28 May 1999 and all subsequent protocols in force.

“ Service Proposal ” has the meaning set forth in Section 6.6 of these GTC.

“ Civil Code ” means Act No. 89/2012 Coll., the Civil Code, as amended.

" Order" means the Customer's expression of will to conclude a Contract through the Application, based on an Electronic Order or in any other way capturing the Customer's will.

“ Partners ” or individually “ Partner ” means any contractual partner of Poolside , other than the Carrier, Poolside and the Customer, whose services Poolside uses to perform the Services under the Agreement.

" Poolside " means the company Poolside sro, with its registered office at Španělská 759/4, Vinohrady, 120 00 Prague 2, Company ID: 174 31 417, entered in the Commercial Register kept by the Municipal Court in Prague under file number C 371640.

" Fees " means in particular any taxes, duties, fuel surcharges, fines, payments assessed by administrative or public authorities of any affected jurisdiction, increased costs for oversized Shipments or transportation of Shipments to remote areas, deposits and other financial claims associated with the provision of the Services that have arisen on the part of the Customer, the Shipment Recipient or affected third parties and that are not on the part of Poolside .

“ Business Days ” or individually “ Working Day ” means days excluding Saturdays, Sundays and public holidays in the country of dispatch, transit countries and the country of delivery.

" Recipient " means the entity designated in the Order as the "Recipient of the Shipment" or "Recipient", or another entity authorized to receive the Shipment.

" Framework Agreement " means a written agreement between Poolside and the Customer, which may set out the conditions for concluding individual Agreements, including deviations from these GTC.

“ Difference in Shipment Parameters ” has the meaning set forth in paragraph 7.4 of these GTC.

" Services " or individually " Service " means all services provided by Poolside consisting of providing mediated domestic and international transport and logistics services, which include, among other things, providing mediated transport through Carriers and Partners of Poolside , receiving and issuing Shipments from the warehouse and handling Customer Shipments, in particular providing mediated air, sea and combined transport services of Shipments with a place of dispatch and/or delivery in the Czech Republic and/or within Europe, as well as international transport between Europe and other continents.

“ Contracts ” or individually “ Contract ” means contracts related to the provision of transportation of goods or logistics services concluded between Poolside and the Customer in writing or in another form based on the provisions of Act No. 89/20112 Coll., the Civil Code, as amended (hereinafter referred to as the “ Civil Code ”).

“ Parties ” or individually “ Party ” means Poolside and/or the Customer.

“ Conventions ” means collectively the Montreal Convention, the Warsaw Convention and the CMR.

" Convention " CMR " means the CMR Convention on the Contract for the International Carriage of Goods by Road of 1956, as amended in 1978.

" Warsaw Convention " means the Warsaw Convention of October 12, 1929, as amended by the Hague Protocol of September 28, 1955 and all subsequent protocols in force, and the Guadalajara Convention of September 18, 1961.

" Items Excluded from Transport " means Shipments for which the Customer has not provided the necessary information and parameters for transport or storage in accordance with these GTC or Poolside instructions in a timely manner , and any items that, according to established practice of traders in domestic and international transport, cannot be transported due to their danger or potential danger to the life, health and property of persons or entities, animal species or protected plant species, are technically, dimensionally or otherwise unsuitable for transport, are insufficiently protected, packaged or secured, contain pressure vessels, fire extinguishers, etc., and are therefore excluded from transport or are subject to specific restrictions, reports or methods of transport. These include in particular: (i) Shipments weighing more than 70 kg and/or exceeding 274 cm in length or 400 cm in total in a combination of length and width. ( ii ) Shipments exceeding the equivalent of USD 50,000 in local currency. ( iii ) Jewelry and watches in a Shipment, other than costume jewelry or costume watches, exceeding the equivalent of USD 500 in local currency. ( iv ) Shipments containing items of exceptional value (such as works of art, antiques, gemstones, stamps, unique items, gold or silver), money or negotiable financial instruments (such as checks, bills of exchange, bonds, passbooks, prepaid credit cards, stocks or other securities), firearms or dangerous goods. (v) Shipments containing live animals, plants, trees and seeds, human or animal organs and remains, biological material. ( vi ) Shipments containing goods that are capable of endangering human or animal life or any means of transport, or otherwise contaminate or damage other goods transported with the Shipment, or whose transport, import or export is prohibited by applicable legal regulations (in particular dangerous goods such as flammables, chemicals, acid-forming, corrosive and irritating substances, medical waste, firearms and their imitations, ammunition, explosives, pyrotechnics, dangerous goods subject to any of the conventions on the transport of dangerous goods - ADR, IATA DGR, etc., medicines, drugs, batteries, etc.

" GTC " means these general terms and conditions for the provision of mediated domestic and international transport and logistics services.

" Dispatch Point " means the location where the receipt and/or delivery of Shipments is ensured.

“ Website ” means the Poolside website available at https://www.poolside-logistics.com/#co-umime .

“Customers” or individually “Customer” means natural or legal persons who have entered into a Contract with Poolside as part of their business activity .

" Customer Support " has the meaning set forth in Section 4.4 of these GTC.

" Shipments " or individually " Shipment " means items intended for transportation and includes, but is not limited to, packages, documents, envelopes and other items suitable and accepted for transportation under the Contract.

" shipment " means the word "Shipment" used in the Application.

" Goods " means an item that is intended for sale and that can be considered goods under applicable and effective legal regulations.

1. Interpretation
   
   1. The term person includes both a natural person and a legal person.
   2. A reference to a Party to the Agreement also includes its representatives, successors or approved assigns.
   3. A reference to a legal regulation or its individual provisions means a reference to such a legal regulation in its valid and effective wording, including a reference to subordinate legal regulations linked to it.
   4. The words "including", "in particular", "comprising" or similar expressions are to be construed as illustrative and do not limit the meaning of the words preceding them.
   5. A reference to the word "written" or "in writing" also includes any recording of legal acts or words by electronic means, the meaning and the person acting of which are not in doubt, unless expressly stated otherwise.
   6. Unless otherwise stated in the Contract or the GTC, the deadlines in the GTC are set in Business Days.

3. GENERAL PROVISIONS

1. These GTC apply to all Services provided by Poolside , which are the subject of the Contract and which have been bindingly ordered by the Customer, either through the Application, via an Electronic Order or in another manner that captures the will of the Parties.
2. These GTC apply to the provision of intermediated transport of Shipments with a place of dispatch and/or delivery in the Czech Republic and/or within Europe, as well as to the provision of intermediated international transport between Europe and other continents, when this transport is provided by selected Carriers and possibly other Poolside Partners . In some markets, local conditions or postal regulations may apply instead of or in addition to these GTC.
3. Shipments originating from countries outside Europe are subject to the local tariffs and conditions of the Carrier and/or Partner who accepted the Shipment for transportation. Returned Shipments are subject to the conditions applicable to the country or territory from which the Shipment is returned.
4. International air transport of Shipments is subject to the Montreal Convention or the Warsaw Convention, as the case may be. International road transport of Shipments is subject to the CMR Convention. Domestic shipments (between designated points within one country) are subject to the laws of the country concerned, these GTC and, where applicable, the relevant transport conditions of the selected Carrier and/or Partner for domestic transport.
5. In the event of a conflict between these GTC and other documentation of Poolside, these GTC shall prevail, unless they conflict with the relevant Conventions or other mandatory legal regulations, including applicable local postal regulations. The previous sentence shall not apply if Poolside and the Customer have agreed in the Contract an express deviation from the GTC, in which case the agreement of the Parties to the Contract shall prevail. The Parties may not agree to a deviation from the applicable mandatory legal regulations of the country that apply to the contractual relations of the Parties.
6. Poolside uses the services of its contracted partners, or Carriers and/or other Partners, who ensure the transportation or delivery of Shipments and/or provide logistics services. The specific Carriers and/or Partners of Poolside may vary depending on the location and availability of their services. Carriers and/or Partners may use other subcontractors to perform their services.
7. The Customer declares that he has read the text of these GTC before concluding the Agreement and that he agrees with them. The Customer is also obliged to ensure the Recipient's consent to these GTC and to document such consent upon Poolside's request . The GTC exclude the application of any other terms and conditions of the Customer, unless the Parties expressly agree otherwise.
8. The Customer acknowledges that no statement, promise or representation made by the Carrier or any other Partner shall prevail over the Contract and shall not be binding on Poolside , unless otherwise agreed by the Parties.
9. The Customer hereby expressly declares and undertakes that:
   1. is fully authorized to conclude the Contract and fulfill the obligations arising from it.
   2. provided Poolside with all information necessary for the proper provision of the Services truthfully, completely and in a timely manner, and that all information so provided is accurate at the time of its provision,
   3. bears full responsibility, in accordance with applicable legal regulations, international conventions and these GTC, for the accuracy, completeness and timeliness of all information and data submitted to Poolside in connection with the Order and the provision of the Services,
   4. Poolside in advance and in writing of any non-standard Shipment, or of the presence of goods in the Shipment that may be of a special nature, subject to specific legal, security, tax or other regimes, or which require special handling,
   5. if the details of the Shipment or the goods therein are incorrect, incomplete or not provided in time, the Shipment will – if accepted by Poolside at all – be transported solely at the risk and responsibility of the Customer . In such case, the Customer shall be fully liable for any damage, loss or injury incurred by him, Poolside or third parties. Poolside shall not be liable and the Customer shall not be entitled to a refund or any other form of compensation, indemnity or indemnity,
   6. is fully aware that the estimated shipping times and delivery times stated by Poolside are for informational and indicative purposes only.
10. The Customer acknowledges that Article 3 of these GTC shall also apply mutatis mutandis to Services related to logistics services.

4. SERVICES

1. Poolside's activity consists of mediating individual Services in the provision of domestic and international transport and other logistics services through contractual Carriers and/or Partners . The choice of specific Services, or rather transport parameters, including the selection of the type of service, transport route, delivery conditions and requested additional services, belongs exclusively to the Customer and is made on the basis of an agreed Order in accordance with the procedure set out in paragraph 4.2 of these GTC, in accordance with the concluded Contract or on the basis of other instructions from the Customer.
2. The provision of the Service by Poolside is subject to explicit approval by Poolside in the form of approval of the Order. Poolside is entitled to condition the approval of the Order in particular on the availability of capacities of the contracted Carriers and/or Partners, the compliance of the requested Service with legal regulations, as well as the compliance of the data provided by the Customer with the real conditions of transport.
3. The services include, in particular, the provision of intermediate transport, receipt and delivery of Shipments to and from the warehouse and the handling of the Customer's Shipments, including air, sea and combined transport services. These GTC apply to the provision of intermediate transport of Shipments, the place of dispatch and/or delivery of which is located in the Czech Republic, within Europe, or on non-European continents.
4. The Customer has the opportunity to obtain information about the status of the shipment and any changes resulting from facts arising from the side of Carriers, Partners, third parties, or as a result of other events beyond the control of Poolside , in particular about delays, damage, loss of the Shipment or other circumstances affecting the provision of the Services, in the Application environment, on the customer line or customer email listed on the Poolside website (hereinafter referred to as "customer support "), in particular about delays, damage, loss of the Shipment or other circumstances affecting the provision of the Services. In the case of Customers with whom Poolside has concluded a Framework Agreement, Poolside will make reasonable efforts to inform such Customer individually if it learns of the facts listed in the previous sentence.
5. The Customer undertakes to inform Poolside without undue delay of any facts that could affect the transport of the Shipments and to proactively communicate with Poolside through customer support.
6. The Customer acknowledges and agrees that Poolside shall not be liable for the facts set out in paragraph 4.4 to the extent that they exceed the liability of the relevant Carrier or Partner under applicable law, international conventions or standard commercial practice in the field of domestic or international carriage. Any claims of the Customer from such events are limited to the extent that they can be asserted against the relevant Carriers or Partners in accordance with applicable Conventions, law or established practice.
7. The Services may also include other services provided by Poolside (hereinafter referred to as the “ Additional Services ”), as agreed upon by the Parties. These GTC apply to the Additional Services to the maximum extent possible.
8. Poolside will accept Shipments for transportation or other services related to transportation and logistics only in accordance with these GTC and reserves the right to refuse to provide the Services and/or Additional Services at any time at its discretion, in particular if the Customer has not provided Poolside with the necessary information for the proper and timely provision of the selected Services and/or Additional Services.

5. Conclusion of the Contract

1. The contract is concluded between Poolside and the Customer. The contract may be concluded in writing, orally or implicitly.
2. An oral or implied Contract shall be deemed to have been concluded at the moment of handover of the Shipment and its acceptance by Poolside , or the Carrier or Partner. A written record or other record captured by technical means shall be made of this fact in order to prove the handover and acceptance of the Shipment.
3. The Contract may be concluded in writing via the Application, on the basis of an Electronic Order, a written offer of Services or on the basis of a Framework Agreement. The Contract is concluded at the moment of confirmation of the Service Order by Poolside or by written acceptance of the Service proposal by the Customer. The application of the relevant provisions of the Civil Code on the conclusion of contracts is not excluded.

6. PROCEDURE FOR USING THE APPLICATION WHEN PROVIDING SERVICES

1. The parties may agree that Poolside will make the Application available to the Customer, through which the Customer will be entitled to place new orders for the Services, and to manage and monitor orders already placed.
2. Poolside website at https://app.poolside-logistics.com/login , based on entering the Customer's access data, which will be communicated to the Customer in accordance with the agreement under paragraph 6.1 via electronic communication . After logging in to the Application, the Customer has the option to set a new password in the Application environment.
3. The Order for Services will be made based on the confirmation of the Order in the Application environment, provided that the information about the Order is correctly and completely filled in into the electronic form under the "New Order +" tab, while following the procedure according to paragraphs 6.4 - 6.8 of these GTC.
4. After placing a new order within the Application, the customer fills out an electronic form in which mandatory information about the new shipment and package is marked with a red asterisk.
   1. The customer is required to provide the following information about the new shipment:

1. Recipient;
2. description of the goods;

1. The customer is required to provide the following information about each package in the new shipment:

1. weight in kg;
2. length of the package in cm;
3. bale width in cm;
4. height of the package in cm.

1. The customer optionally provides the following information about the new shipment:
   1. Optional shipment information:

1. reference;
2. request for additional insurance of the shipment in CZK;
3. email notifications about the status of the shipment, which are available only to UPS Carriers;

1. Optional package information in a new shipment:

1. customs value in CZK, EUR, GBP or USD;
2. number of packages of the same configuration (Max. up to 50 pcs).

1. Based on the information provided by the Customer, the Application will automatically evaluate the shipment and offer the Customer a Service proposal with the following parameters (hereinafter referred to as the “ Service Proposal ”):
   1. selection of transportation, or Carrier or Partner;
   2. the price of the Services;
   3. estimated time of transport to the destination.
2. The Customer then has the option to (i) approve the Service Proposal ( ii ) submit a change to the Service Proposal or ( iii ) reject the Service Proposal within the given transportation parameters.
3. The contract is concluded through the Application. The order is binding at the moment of its confirmation by Poolside .

7. TRANSPORTATION TIME

1. Estimated shipping times and delivery times provided by Poolside are for informational and indicative purposes only. Poolside is not liable for any damages incurred by the Customer due to failure to comply with the estimated times.
2. The stated shipping times of Poolside do not include the day of receipt of the Shipment by Poolside , delays caused by force majeure or circumstances arising from the operation of the Partners' transport and logistics services and circumstances that Poolside could not prevent or foresee, the time required for customs checks, checks by relevant state authorities, security checks, correction of incorrect customs documents, etc.

8. PRICE FOR SERVICES

1. The price for the Services is stated in the price list, which is part of the Framework Agreement or is stated for the given Services in the Electronic Order (hereinafter referred to as the “ Price List ”). The price for the Services may also be determined based on an agreement between the Parties. The Customer will receive a price offer for the Services before concluding the Agreement.
2. The price for the Services includes Fees, which may be billed to the Customer separately or as part of a comprehensive bill for the Services (hereinafter referred to as the “ Fees ”). The amount of the Fees may change during the provision of the Services depending on the detection of Differences in the parameters of the Shipment and for reasons beyond Poolside’s control (in particular, force majeure). All Fees are borne by the Customer.
3. Prices in the Price List are set excluding VAT.
4. The price for the Services is determined based on the Shipment details provided by the Customer. The final price may vary depending on the actual parameters of the Shipment upon its acceptance or delivery and on the Fees. Poolside is not responsible for any difference between the preliminary price calculation and the final invoiced price if such difference arises as a result of (hereinafter referred to as the “ Shipment Parameters Difference ”):
   1. incomplete, inaccurate or misleading information about the Shipment provided by the Customer,
   2. the inclusion of the Shipment or goods in the Shipment that are Items Excluded from Transportation,
   3. failure of the Recipient to accept the Shipment for reasons other than those on Poolside's side ,
   4. late delivery of Shipment information, or
   5. changes to the parameters of the Shipment by the Customer that occurred after the order or offer of Services was approved.

In cases where the costs for the provision of Services are reduced as a result of a Difference in Shipment parameters, the Customer is not entitled to any compensation, discount, partial refund or credit note. In cases where the costs for the provision of Services and/or Fees are increased as a result of a Difference in Shipment parameters or for other reasons beyond Poolside's control, the Customer is obliged to pay all such additional costs, including any arrears, Fees or other expenses incurred by Poolside (hereinafter referred to as the " Additional Costs "). The Additional Costs may be re-invoiced by Poolside to the Customer separately or as part of a consolidated invoice. Poolside shall not be liable for any delays, increased costs or other damages incurred by the Customer as a result of a Difference in the parameters of the Shipment or as a result of other circumstances beyond Poolside's control. This shall not affect Poolside's right to claim reimbursement of costs or damages incurred in connection with a breach of this paragraph 7.4 .

1. The prices for the Services specified in the Price List, which are valid and effective at the time of conclusion of the relevant Agreement, are applied. Poolside reserves the right to amend the Price List from time to time and without prior notice.
2. The Customer is not entitled to a discount on the price, including Fees, and in particular the Customer is not entitled to a refund if the order is not fulfilled for reasons other than those on Poolside's side (in particular, but not exclusively, in the event of non-acceptance of the shipment by the Recipient or force majeure).

9. PAYMENT OF SERVICES

1. Poolside will issue an invoice to the Customer based on the concluded Contract. The invoice is payable within 30 days of its delivery to the Customer.
2. Invoices issued by Poolside will be sent to the Customer in electronic form to the e-mail address in PDF format, which the Customer will communicate to Poolside for these purposes , in accordance with Section 26 of Act No. 235/2004 Coll., on Value Added Tax, as amended. Documents sent in this way meet all the requirements set out in Sections 26 and 29 of Act No. 235/2004 Coll., on Value Added Tax, as amended. The Customer is entitled to change this e-mail address, but is obliged to immediately inform Poolside of the change . The day of delivery of the invoice is considered the day of sending the issued invoice to the Customer's e-mail address.
3. The price for individual orders is paid by bank transfer to the Poolside bank account listed on the invoice.
4. For late payment of an invoice issued, Poolside shall be entitled to contractual interest of 0.5% of the amount due for each day of delay until full payment. The interest is payable on the basis of the invoice issued by Poolside , due 21 days after delivery to the Customer.
5. Poolside reserves the right to withhold any Shipment in transit until it has received full payment for the Services provided in due and timely manner in accordance with the concluded Agreement and these GTC, or may sell such Shipment and use the proceeds from the sale to satisfy its claim in accordance with applicable local laws. Any outstanding balance will remain due.

10. RESTRICTIONS AND CONDITIONS OF PROVISION OF SERVICES

1. Shipments must not contain Items Excluded from Transportation.
2. The Customer is responsible for the accuracy and completeness of the data entered in the Contract or filled in the order, as well as for the fact that all Shipments contain the relevant contact details of the Customer and the Shipment Recipient and that they are packaged, marked and labelled , their contents are described and classified, and that they are accompanied by the relevant documentation (in each individual case), all as necessary to make them suitable for transport and to comply with the requirements set out in the relevant legal regulations.
3. The Customer represents and warrants that the Shipment submitted for carriage does not contain Items Excluded from Carriage and that it has been prepared in secure premises by the Customer or its reliable employees or (if the Shipment is not submitted by the Customer itself) by the party submitting the Shipment to Poolside and has been protected against unauthorized interference during its storage and transport to Poolside . Poolside relies on this assurance when accepting any Shipment to provide the Services under these GTC.
4. Shipments containing perishable goods and goods sensitive to temperature fluctuations will be transported at the Customer's own risk. Poolside does not provide any special handling for these Shipments.
5. Poolside is not obliged to check whether any exceptions apply to a Shipment, unless otherwise provided by law. However, if Poolside finds that any Shipment does not meet any of the restrictions and conditions set out in these GTC, in particular that the Shipment contains Items excluded from carriage, Poolside may refuse to provide transport for the relevant Shipment and, if transport has already commenced, Poolside may suspend transport and detain the Shipment for the Customer.
6. Unless prohibited by applicable law, Poolside , the Carrier or Partner involved in the transportation of the Shipment is entitled, at its discretion, at any time without prior notice and without assuming liability, to open and inspect the contents of the Shipment to verify whether the contents of the Shipment are not dangerous or incompatible with the transportation or conditions of transportation of the selected Carrier and/or Partner, and/or whether the Shipment is capable of being transported to the selected country, in compliance with standard procedures and in accordance with applicable legal regulations, and further:
   1. for the purposes of securing the contents of the Shipment,
   2. for the purposes of identifying the Recipient or other person authorized to handle the Shipment, if this information cannot be determined otherwise,
   3. for the purpose of averting risks to persons or property,
   4. for the purpose of complying with legal provisions or official regulations,
   5. For the purpose of determining whether the Shipment contains perishable and/or other Items excluded from transportation under the GTC.

The Customer acknowledges and agrees that Poolside , the Carrier and/or Partner is entitled to inspect the contents of the Shipment using X-ray or other detection equipment in accordance with legal regulations.

The Customer waives any claims against Poolside for damage and/or delay in delivery due to the opening, examination and inspection of the Shipment. The Customer shall reimburse Poolside for costs and expenses incurred due to the opening of the Shipment.

1. Within the framework of domestic transport , Poolside , the Carrier and/or the partner is entitled to open the Shipment if
   1. it cannot be delivered and at the same time cannot be returned or should not be returned according to the Contract,
   2. there is a reasonable suspicion that it contains Items excluded from transportation, and Poolside has not provided written consent for their transportation,
   3. has been damaged, or there is a reasonable concern that damage may occur before the Shipment is delivered,
   4. this is necessary to comply with the obligations imposed on Poolside by law.

The contents of the Shipment may only be viewed to the extent necessary to ensure the purpose of the opening. Poolside , the Carrier or the Partner shall reseal the Shipment exclusively with its own specific tape with its logo. When opening the Shipment, Poolside shall proceed in such a way as to ensure the protection of the contents of the Shipment, facts protected by legal regulations, correspondence secrecy and postal secrecy and the legitimate interests of Poolside , the Carrier, the Partner and the Customer. Merely repairing the external packaging of the Shipment shall not be considered as opening the Shipment.

If the Shipment cannot be delivered and cannot be returned, or is not to be returned according to the Customer's instructions, Poolside is entitled to dispose of or sell the Shipment after 3 months from receipt of the Shipment. The Customer shall reimburse Poolside for any costs and expenses incurred in connection with the disposal of the Shipment. When selling the Shipment, if possible, Poolside shall pay the Customer the proceeds from the sale after deducting the costs of storage and sale.

Poolside will not reimburse the Customer for any costs and expenses incurred in connection with the destruction of the Shipment.

1. Poolside may also suspend transportation if it cannot deliver the Shipment to the Recipient, if the Recipient refuses to accept the Shipment, if it is unable to deliver the Shipment due to an incorrect address (after using all reasonable means to find the correct address), or if it discovers that the correct address is located in a country other than that indicated on the Shipment, or if it is unable to collect the amounts due from the Recipient upon delivery.
2. If Poolside is entitled to interrupt the provision of transportation of the Shipment, it is also entitled, at its own discretion, to return the Shipment to the Customer.
3. In the event that the Shipment does not meet any of the restrictions or conditions set forth above, (i) the shipment will be refused or suspended or the Shipment (or part thereof) will be returned by Poolside and/or ( iii ) the Customer shall reimburse Poolside for any reasonable costs and expenses incurred by Poolside (including storage costs), compensate for any damage suffered by Poolside , pay the Fees, and hold Poolside harmless from any other claims made against Poolside in connection with the foregoing.
4. If the Customer hands over to Poolside without its express written consent a Shipment that does not comply with any of the restrictions and conditions set out above, the Customer shall bear all costs, damages, losses and Charges related thereto and Poolside shall be entitled to claim from the Customer such costs, damages, losses and Charges related thereto if it has paid them for the Customer or if it has incurred them as a result of the Customer's actions (regardless of whether the loss was incurred as a result of or with the contribution of the said non-compliance and regardless of negligence, excluding the intentional act of Poolside or the negligence, including the intentional act, of its employees, contractors or agents), and if Poolside suspends the transport for reasons permitted by these GTC, the Customer shall not be entitled to a refund of the price of the Services (or part thereof) paid by it. Poolside shall be entitled to assert its claims in relation to the said non-compliance.
5. In the event of suspension of the carriage of a Shipment in accordance with these provisions, and if Poolside is unable to receive Customer’s instructions regarding the handling of the Shipment within a reasonable time or to identify Customer or any other person entitled to the goods (after opening the Shipment if necessary), Poolside shall have the right to destroy or sell the package or Shipment at its sole discretion. The proceeds of such sale shall first be used to pay any fees, costs or expenses (including interest) due in connection with the Shipment or other amounts owed by the relevant Customer. The balance shall be paid to Customer.

11. RESPONSIBILITY

1. Poolside's liability for loss or damage to a Shipment is limited to the amount of repair or replacement of the lost or damaged goods, whichever is lower, unless (i) another legal obligation applies, or ( ii ) increased coverage (additional shipment insurance) offered by Poolside , as enabled in the Application. The Customer is required to provide proof of the value of the lost or damaged goods, and
   1. as regards road transport, the limit of liability is set on the basis of the CMR Convention,
   2. in the case of air transport, the limit of liability is determined on the basis of the Warsaw Convention,
   3. In the case of combined air and road transport, the maximum amount of liability is set out in paragraph 11.1.1 or 11.1.2 according to the type of means of transport used at the time the loss or damage occurred.
2. Where the Warsaw Convention or the CMR Convention or any national legislation implementing these conventions applies or where (and to the extent that) other mandatory national legislation applies, Poolside's liability shall be governed by and limited in accordance with the relevant rules.
3. Where the rules of the Conventions or other mandatory national legislation within the meaning of the preceding paragraph do not apply, Poolside shall be liable only for failure to act with reasonable care and skill and its liability shall be governed exclusively by these GTC and (except in the case of personal injury or death) shall be limited to proven damages not exceeding the greater of: (i) 2,386.00 CZK in local currency per shipment, or ( ii ) 8.33 SDR per kilogram of the goods concerned. The SDR is the unit of account established by the International Monetary Fund and its current value is regularly published in the main financial periodicals. At the date of publication of these Terms and Conditions, 8.33 SDR was approximately equivalent to USD 1 1.00.
4. If the Customer has caused or contributed to the loss, damage or delay of the Shipment, any liability that Poolside may incur in this connection (with the limitations set out above) may be reduced or excluded in accordance with the relevant legislation applicable to such negligent contributory negligence.
5. Unless otherwise provided by mandatory provisions of applicable law, Poolside shall not be liable for lost profits and indirect or consequential damages, in particular, but not exclusively, purely economic losses, loss of business opportunity, loss of sales or damage to goodwill. Poolside shall not be liable for damage to or loss of any packaging.
6. shall report any loss and/or damage to the shipment, or any other alleged claim, to Poolside in writing and without undue delay from the moment it becomes aware of it. The settlement of the claim by Poolside shall be governed by paragraph 10 of this Article and, where appropriate, by established shipping claims settlement practices, such as the UPS Shipping Conditions available here .
7. Poolside is not liable for damage resulting from improper packaging of the Shipment, incorrect data, failure to provide all information about the Shipment, defects in the goods or their packaging, or the natural nature of the goods.
8. The customer is responsible for ensuring all legal export and import requirements necessary for the order, in particular any special permits for the transport of animals or plants.

12. CUSTOMER COMPENSATION

1. The Customer undertakes to indemnify Poolside against and defend it against all liabilities, costs, expenses, damages and losses (in particular direct, indirect or consequential losses, lost profits, loss of reputation and all interest, fines and legal costs) that the Customer may suffer or that may arise in connection with:
   1. any act of negligence, negligent omission or negligent misrepresentation on the part of the Customer, the Sender or the Recipient, their employees or agents,
   2. claims and demands of any nature for loss or damage arising from the carriage of Items Excluded from Carriage (provided that such carriage of Items Excluded from Carriage has not been accepted by Poolside or, if Items Excluded from Carriage have been accepted for carriage, the Customer has breached its obligations, representations or warranties relating to the goods carried under these GTC),
   3. claims and demands of any nature relating to loss or damage to the Shipment and raised by the Recipient or any third party beyond the limits of Poolside's liability set out in the GTC,
   4. any claims made or fines imposed by customs, financial or other state or administrative authorities based on the Customer's breach of obligations, representations or warranties,
   5. claims and demands raised by third parties due to insufficient authorization on the part of the Customer to conclude the Contract according to these GTC,
   6. breach of any warranties or representations of the Customer under these GTC,
   7. any inaccuracies or incorrect information provided to Poolside by the Customer relating to the Customer and/or the goods contained in the Shipment,
   8. if the Customer fails to provide proper prior written notice of any non-standard Shipment or Shipment that will not be shipped,
   9. any third party claims against Poolside relating to loss or damage to the goods or in connection with alteration of the goods by interference with the goods.

13. SET-OFF AND ASSIGNMENT OF THE CONTRACT

1. The Customer is not entitled to unilaterally set off any of its claims against Poolside's claims , except for claims that the court has determined to be valid or if Poolside has recognized it as justified.
2. The Customer may not assign its rights and obligations under the Agreement to any third party or transfer the contractual relationship to a third party without the prior written consent of Poolside .

14. INTERRUPTION OF SERVICES

1. If Poolside is unable to commence or continue the Services for reasons beyond its control, Poolside shall not be in breach of the Agreement between Poolside and the Customer, but shall take all steps reasonably required under the circumstances to commence or continue the Services. Events beyond Poolside’s control include, for example, disruption of air or ground transportation networks due to adverse weather, fire, flood, war, insurrection, civil commotion, action by government or other authorities (including, without limitation, customs authorities) and labour disputes or obligations affecting Poolside or any other party.

15. CUSTOMS CLEARANCE

1. If the Shipment requires customs clearance, the Customer shall provide Poolside with complete and accurate documentation for this purpose, or shall ensure that such documentation is provided to Poolside by the Recipient. Unless otherwise instructed, Poolside shall act at the expense and risk of the Customer or the Recipient on their behalf in the customs clearance. If the place of departure and the place of destination of the Shipment are in the same customs territory, Poolside shall only carry out customs clearance upon express instruction. The Customer also agrees that, to the extent permitted by applicable law, Poolside may be considered the Recipient of the Shipment, but only for the purpose of being appointed as the customs declarant to carry out customs clearance.

16. DATA PROTECTION

1. Poolside, as the personal data controller, processes the personal data of Customers and their representatives in accordance with Regulation (EU) 2016/679 of the European Parliament and of the Council (hereinafter referred to as the " GDPR ") and other relevant legal regulations. Detailed information on the scope, purposes, legal bases and period of processing of personal data is provided in the Privacy Policy, which is available on the Poolside website .
2. the Poolside website (including texts, photographs and illustrations) are protected by copyright and other intellectual property rights.
3. The customer is not authorized to interfere with the software in any way, modify it, reverse engineer it, decompile it, copy or otherwise use parts of the Poolside software , unless expressly permitted by law or with the written consent of Poolside .
4. The Customer agrees not to use any automated system or software (e.g. " screen scraping ”) to extract data from this website for commercial purposes. The use of any such system or software, whether operated by you or a third party, is prohibited.
5. The name " Poolside ", the company logo, service names and other elements of Poolside 's visual identity may be registered trademarks or other designations within the meaning of applicable law. Any use of them without the prior written consent of Poolside is prohibited.
6. The Customer undertakes not to use the name, brand or other distinctive element of Poolside for its own marketing purposes, public statements or in connection with any activity that could damage the good name or reputation of Poolside without the express consent of Poolside . The Customer may also not create the impression that it is a partner or representative of Poolside , unless this results from the Framework Agreement or an express agreement between the Parties.
7. The customer is responsible for ensuring that the information, markings or other content provided by him/her does not violate the rights of third parties, in particular intellectual property rights and the right to protection of personality.

17. GOVERNING LAW

1. These GTC will be governed in all respects by the laws of the Czech Republic.

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