Terms of Services - Exhibit 2
OPERATIONAL REQUIREMENTS
1. OBLIGATIONS AND RESPONSIBILITIES OF THE USER
1.1 The User undertakes to integrate with CBH or use the platform directly in order to fulfill the shipments requirements.
1.2 The platform’s services are designed to speed up and simplify the exchange of information as well as the monitoring of the business conducted by the User and carrier companies.
1.3 When integrating with CBH, the User acknowledges that CBH will analyze the technical criteria for determining the integration’s completeness. When such requirements are satisfied, CBH will tell the User that the procedure is complete.
1.4 The User must take all reasonable precautions to ensure that his/her/its employees and/or third parties do not infringe on CBH’s intellectual property rights, and must notify CBH promptly if he/she/it becomes aware of any such infringement.
1.5 The User must take all reasonable steps to ensure that the platform is used in accordance with these conditions, and is responsible for any infringements of CBH or third-party intellectual property. Otherwise, CBH may, without prior notice to the User, prohibit or suspend the User’s use of the platform indefinitely, with the User fully liable for any losses incurred as a result of the platform’s misuse.
1.6 The User shall keep his/her/its registration with CBH up to current at all times, contacting CBH promptly if any of his/her/its data changes, including but not limited to address, phone, and e-mail to contact.
1.7 Use adequate packing for the weight, which must be in good shape, and notify the HS code or equivalent of the cargo’s contents.
1.8 The User is responsible for classifying the commodities correctly according to the Harmonized Commodity Description and Coding System (HS), which must have six digits. In any event, CBH reserves the right to retrofit the items in accordance with the existing customs regulations at the time of cargo transit.
1.9 The user is exclusively responsible for the information on the package label (CN23);
1.10 The user must guarantee that the cargo is assumed to be in compliance with these requirements to avoid any Brazilian authorities’ sanctions.
1.11 Execute the cargo preparation service at the origin, which may be characterized as follows:
1.11.1 Create or process the packages on the platform or due to integration
1.11.2 Affix CBH Label on each package (not applied to FBA sellers)
1.11.3 Ship the packages to CBH Warehouse
1.12 The User is entirely and exclusively responsible for the acts of users and third parties permitted by the User to use the System, stating that the User is alone and exclusively liable for those actions.
1.13 The User is responsible for making any payments due under these terms and charges on time.
1.14 The User is responsible for protecting CBH’s name, image, and brand by avoiding exposing CBH or its services to any scenario that might affect their reputation, such as the actions of its employees, service providers, or contractors.
1.15 Without CBH’s prior and express approval, the User may not assign or transfer any of the responsibilities or liabilities resulting from these Operations Procedures to other parties.
1.16 CBH is not responsible for any User responsibilities that result in the blockage, suspension, or delay of CBH’s services.
2. OBLIGATIONS AND RESPONSIBILITIES OF CBH
2.1 Provide the Services using trained professionals while adhering to the market’s quality and technical excellence standards.
2.2 To protect the User’s name, image, and brand, not to expose the User to any circumstance that might impair his/her/its reputation, and to be accountable for the actions of his employees and outsourced workers.
2.3 The following services will be provided by CBH, upon cargo receipt at the origin:
2.3.1 Warehouse Handling (First Mile): Check packages integrity, update measures and weight and prepare the packages to the international shipment.
2.3.2 Air freight and transportation to/at the final destination.
2.3.3 Cargo customs clearance.
2.3.4 Last Mile delivery.
2.4 Provide the contracted services observing the following SLA:
2.4.1 Warehouse Handling – Up to 3 days.
2.4.2 Air Freight and Transportation – Up to 5 days.
2.4.3 Last Mile – Up to 8 days on the Standard modality | Up to 4 days on the Express modality (Average).
2.5 The deadlines presented above should always be considered in working days in the United States and/or at the destination country, remembering that, in case this day is considered as facultative point or any commemorative date, will not be considered as working day. The customs clearance does not have SLA defined once the package will be subjected to Brazilian authorities inspection time.
2.6 To ensure proper use of the platform and technical tools, CBH shall make the Integration and Operations Guidelines available to the User.
2.7 Provide the User with all essential information about the platform and/or the services contracted, including but not limited to information on the location and status of the packages, as well as the stage, time, particular employees, and any difficulties (if any) with the services.
2.8 Provide the e-Wallet solution for User´s balance control.
3. ASSUMPTIONS OF THE CARGO
3.1 The Service is made available only to lawful products, and its nature and specificity must be the subject of specific content declaration on the platform.
3.2 CBH will not be held liable for products that do not comply with the aforementioned law, and the company will act decisively with the police, judicial, customs, or governmental authorities in the event of any complication relating to the scope of the dispositions herein established to see the matter through and bring the perpetrators to justice.
3.3 Controlled items, or those that by their nature need any particular authorization, license, certification, or approval for the release of their shipping and transportation, are claimed to be the exclusive responsibility of the User, and no barriers of this sort are to be blamed on CBH.
3.4 Without prejudice to the specifications provided here, the following provisions must be observed:
3.4.1 Package max weight allowed: 30 Kg | 66.10 Lb | 30.000 Gr.
3.4.2 Max dimensions allowed:
3.4.3 Height: In centimeters (min: 2 | max: 100) | In inches (min: 0.78 | max: 39.3).
3.4.4 Width: In centimeters (min: 16 | max: 100) | In inches (min: 6.29 | max: 39.3).
3.4.5 Length: In centimeters (min: 11 | max: 100) | In inches (min: 4.33 | max: 39.3).
3.4.6 The Dimensions sum (height + length + width) cannot be greater than 200 centimeters or 78.74 Inches.
3.4.7 The max CIF value allowed is 3.000 USD or its equivalent in BRL.
4. FULL CHARGE SOLUTION
4.1 When the package is created or processed, the User must indicate the tax service desired. CBH provides (I) Full Charge Solution (II) Standard Charge Solution.
4.1.1 (I) Means that CBH is responsible for the collection of taxes incurred in the operation.
4.1.2 (II) Means that the Recipient / User are responsible for the collection of taxes incurred in the operation.
4.2 If the User indicates the option (II), CBH does not guarantee the delivery of the goods to the recipient, and the goods must be subjected to customs taxing, seizure, or retention. If so, the said Recipient / User must perform, next to customs, the payment of taxes, tax charges, and any other expense due for the withdrawal and/or Last Mile of the Goods.
4.3 The User expressly agrees that if the option (II) is chosen, and the tax payment are not completed, the User shall bear the costs of return freight to the address of origin if the goods, in case that a return is requested.
4.4 If the user indicates the option (I), counting with the convenience of collecting taxes due and incidents on the operation, the following legal guidelines shall be followed:
4.4.1 Should the Tax payment be delegated to CBH given the SLA signed with the User, the User must have available balance on the eWallet, corresponding the amount of the Tax to be collected, as well as faithfully comply with the tax and accounting standardization informed by CBH, in force in the country of destination of the Merchandise.
4.4.2 The text of these terms must necessarily bring an authorization of said Consumer Customers so that the User can delegate the collection of Taxes to third parties designated, without this representing, from any angle, in violation of the General Law of Data Protection of the Country where the contract took place, or where the collection of taxes due.
4.4.3 The delegation for the collection of taxes is understood as any and all lawful acts necessary to accomplish the act of collection, including, without prejudice of others, the realization of registration and performance in a digital interface of a fiscal platform of the place where it has to promote the collection of taxes due.
4.4.4 Any and all documents that are eventually required of the User for faithful compliance with the delegation herein, must be provided by them, being certain that at no time these terms imply a mandate agreement between them and CBH.
4.4.5 CBH Pack Protection requirements must be met.
4.4.6 Any divergence of information that prevents the delivery of the Goods, even after the taxes due have already been paid is the entire responsibility of the User and/or the recipient, and CBH is exempt for any claim under this item.
5. E-WALLET SOLUTION
5.1 CBH provides the e-Wallet solution for User´s efficient balance control. The service provided is prepaid, always conditioned to an available balance on the e-Wallet.
5.2 User´s debits and credits of each package shipped will build the User´s Score. Once some requirements are met, user could apply to CBH credit balance for the shipments.
5.3 The services provided will always be conditionate either to available balance or CBH credit available balance.
5.4 The User is responsible to control his/her balance to ensure sufficient balance available for the shipments and any delay on the service due to insufficient balance.
5.5 The e-Wallet functioning observes the following structure:
5.5.1 Each service, corresponding to a Debit or a Credit is charged due to “Rubrics”.
5.5.2 Full Charge and Normal Charge packages have different rubrics charged on the e-wallet, according to the service contracted.
5.5.3 On the e-Wallet, each package shipped has always 3 types of rubrics:
i. Retained balance to ensure the shipment services payment.
ii. Retained balance charge back.
iii. Effective charge according to real weight.
*Retained balance observation field is showed as “On Hold” and will be retained until package receive at the warehouse
*Retained balance charge back is showed as “Chargeback” and will be credited when the weight is updated at the warehouse
*Effective charge will be the effective amount charged for the services provided, once the order weight is updated at the warehouse, this charge is applied just after the chargeback is completed. It is showed as “Charge completed”
6. PACK PROTECTION SOLUTION
6.1 CB Hub Pack Protection solution is mandatory for Amazon Sellers who want to ship using the platform.
6.2 The pack protection ensures a complete refund in case of loss.
6.3 To apply for the cover and refunds, specific requirements must be observed according to the protection policy below:
6.4 PACK PROTECTION POLICY – AMAZON SELLER
6.4.1 Cover Policy Requirements:
6.4.1.1 Applied just for packages shipped using the CB Hub platform.
6.4.1.2 Have a valid Amazon Seller Central connection with CB Hub platform.
6.4.1.3 Amazon Brazil announcement receipt and/or order invoice to demonstrate product value to be refunded and the original order description.
6.4.1.4 The label declaration value used on each product and package must be the one suggested by the portal automatically when processing the orders.
6.4.1.5 The label product quantity used on each product and package must be the one suggested by the portal automatically when processing the orders.
6.4.1.6 The label product description used on each product and package must be the one suggested by the portal automatically when processing the orders, meeting the announcement description.
6.4.1.7 Package loss is characterized by two Finisher Events: “Stolen package” or “Package not located in the postal flow”.
6.4.2 Coverage:
6.4.2.1 All the shipping cost rubrics charged on the e-Wallet, except the Pack Protection rubric itself.
6.4.2.2 The product sales price at Amazon Brazil Marketplace.
6.4.2.3 In case of overtaxing, the pack protection automatically covers a variation of up to 50 USD between the difference of the Label Declared Value and the actual value determined by customs in the overtax arbitrage.
6.4.3 Claim:
6.4.3.1 To apply for the rubrics and product refund, the seller must contact CBH and send the requirements documents requesting the refunds.
6.5 PACK PROTECTION POLICY – e-Commerce
6.5.1 Cover Policy Requirements:
6.5.1.1 Applied just for packages shipped using the CB Hub platform.
6.5.1.2 Choose the pack Protection service when creating a package using any creation method made available by CB Hub.
6.5.1.3 Package loss is characterized by two Finisher Events: “Stolen package” or “Package not located in the postal flow”.
6.5.2 Coverage:
6.5.2.1 All the shipping cost rubrics charged on the e-Wallet, except the Pack Protection rubric itself.
6.5.2.2 The label declared value (Value printed on the CN23 Label).
6.5.2.3 In case of overtaxing, the pack protection automatically covers a variation of up to 50 USD between the difference of the Label Declared Value and the actual value determined by customs in the overtax arbitrage.
6.5.3 Claim:
6.5.3.1 To apply for the rubrics and product refund, the seller must contact CBH and send the requirements documents requesting the refunds.