1. Acceptance of these terms
These Terms of Service (the “Terms”) govern your use of zentralk.com and the client portal at app.zentralk.com (together, the “Site”). By using the Site you agree to these Terms. If you do not agree, do not use the Site.
2. Who we are
The Site is operated by ZENTRA LINK INC, a Wyoming corporation (“zentralk,” “we,” “us”), with its registered office at 2617 E Lincolnway, Cheyenne, WY 82001, United States.
3. The Site vs. the services
The Site describes the freight forwarding, sourcing, customs brokerage, warehousing and software services that zentralk offers. It includes a product-demo prototype (the portal preview) populated with sample data clearly labelled as illustrative.
Actual freight, sourcing, customs and warehousing services are provided under a separate engagement letter, quotation or master service agreement executed between zentralk and the customer. Those documents, not these Terms, govern the commercial service relationship — including price, liability, claims handling, insurance and bill-of-lading terms. In the event of a conflict between these Terms and an executed engagement letter, the engagement letter controls.
4. Eligibility and accounts
The Site is intended for business users 18 years of age or older. We do not knowingly permit anyone under 18 to create a portal account or submit information through the Site, consistent with our Privacy Policy §9. If you create a portal account, you are responsible for the accuracy of the information you provide, for keeping your credentials confidential, and for all activity under your account. Notify us promptly at security@zentralk.com if you suspect unauthorised access.
5. Acceptable use
When using the Site you agree not to:
- Violate any applicable law or third-party right.
- Attempt to access areas of the Site you are not authorised to use, disrupt the Site, or probe its security.
- Upload malicious code, or content that is unlawful, defamatory, or infringing.
- Scrape, mirror, or systematically extract Site content without our written permission.
- Use the Site to impersonate another person or misrepresent your affiliation.
- Move cargo through zentralk that is prohibited by law or by the bill-of-lading terms of the underlying carrier.
6. Quotes and informational content
Rates, transit times, coverage, and service descriptions on the Site are indicative. A binding quote is provided in writing under a quotation reference and remains subject to the conditions stated in that quotation (validity window, fuel/currency adjustments, origin and destination surcharges, space and equipment availability).
7. Intellectual property
The Site and its content — including the zentralk name, logo, copy, layouts, code, graphics and dashboard mockups — are owned by ZENTRA LINK INC or its licensors and are protected by intellectual property laws. We grant you a limited, revocable, non-exclusive licence to view the Site for your internal business evaluation. All other rights are reserved.
You retain ownership of content you submit to zentralk (for example, purchase orders, commercial documents, shipment information). You grant us the rights needed to host that content and to deliver the services you have engaged us for.
8. Third-party links and services
The Site links to third-party systems (carriers, retailers, government systems, storefront platforms, accounting systems). We do not control those systems and are not responsible for their content or availability. Your use of those systems is governed by their own terms.
9. Disclaimers
The Site is provided on an “AS IS” and “AS AVAILABLE” basis. To the fullest extent permitted by law, zentralk disclaims all warranties with respect to the Site, express or implied, including warranties of merchantability, fitness for a particular purpose and non-infringement. We do not warrant that the Site will be uninterrupted or error-free, or that sample data shown in the portal preview reflects real operating conditions.
10. Limitation of liability
To the fullest extent permitted by law, zentralk will not be liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenues, data, or business opportunities, arising from or related to your use of the Site. Our aggregate liability in connection with the Site will not exceed one hundred US dollars (US$100). The foregoing exclusions and cap do not apply to: (a) zentralk's indemnification obligations under §11; (b) liability arising from gross negligence or willful misconduct; (c) infringement of a third party's intellectual property rights by the Site; or (d) liability that cannot be limited or excluded under applicable law. Liability for actual freight, sourcing, customs and warehousing services is governed by the engagement letter and the relevant carrier or broker terms (which typically include separate caps, claim windows and limitations of liability under, for example, the U.S. Carriage of Goods by Sea Act, the Montreal Convention, or the Carmack Amendment).
11. Indemnification
(a) Customer indemnification. You agree to indemnify and hold zentralk and its officers, employees and agents harmless from any claims, damages and expenses (including reasonable attorneys' fees) arising out of your breach of these Terms, your misuse of the Site, or your violation of any law or third-party right.
(b) zentralk's indemnification of customer (intellectual property only). zentralk will defend, indemnify and hold the customer harmless from any third-party claim alleging that the Site, as provided by zentralk and used by customer in accordance with these Terms, infringes that third party's United States intellectual property rights. zentralk's obligation under this §11(b) does not apply to the extent the alleged infringement arises from (i) customer content or data, (ii) modifications to the Site not made by zentralk, (iii) combination of the Site with materials not provided by zentralk, or (iv) use of the Site after zentralk has notified customer of an infringement risk. As customer's exclusive remedy, zentralk may at its option procure the right to continued use, modify the Site to be non-infringing, or terminate the affected access and refund any prepaid fees attributable to the period after termination.
12. Governing law and dispute resolution
These Terms are governed by the laws of the State of Delaware, United States, without regard to its conflict-of-laws rules. The exclusive venue for any dispute arising out of or relating to the Site or these Terms is the state and federal courts located in New Castle County, Delaware, and you consent to the personal jurisdiction of those courts. The U.N. Convention on Contracts for the International Sale of Goods is excluded.
12.5 Force majeure
Neither party will be liable for any failure or delay in performance under these Terms (other than payment obligations) caused by events beyond its reasonable control, including without limitation acts of God, war, terrorism, civil unrest, pandemic, port closures or congestion, carrier capacity shortfalls, government action (including sanctions, export controls, customs holds, and embargoes), strikes or other labor disturbances, internet or utility outages, and natural disasters. The affected party will notify the other promptly and use commercially reasonable efforts to resume performance. If a force majeure event continues for more than 60 days, either party may terminate the affected portion of the Terms by written notice without liability for the termination itself.
12.6 Sanctions, export controls, and lawful cargo
You represent and warrant that (a) you and your beneficial owners are not on the U.S. Treasury Department's Office of Foreign Assets Control (OFAC) Specially Designated Nationals list, the U.S. Department of Commerce Entity List, or any equivalent restricted-party list maintained by the EU, UK, UN, or any country in which we operate; (b) the cargo you tender to zentralk does not violate U.S. or any other applicable export-control or sanctions regulations (including EAR and ITAR); and (c) you will provide accurate origin, classification, and end-user information necessary for us to comply with our screening obligations. zentralk may refuse, hold, or terminate any service or account for which screening returns a hit, in which case our liability is limited to refund of any fees prepaid for the affected service.
13. Changes to the Site and these Terms
We may update the Site and these Terms from time to time. If we make material changes, we will post them here with a new effective date and, where appropriate, notify account holders by email. Continued use of the Site after changes take effect constitutes acceptance of the updated Terms.
14. Contact
Questions about these Terms? Email legal@zentralk.com, or write to ZENTRA LINK INC, 2617 E Lincolnway, Cheyenne, WY 82001, United States.
15. General
15.1 Entire agreement. These Terms, together with any policy referenced in them and (where applicable) the engagement letter or master service agreement between you and zentralk, constitute the entire agreement between the parties with respect to the Site and supersede all prior or contemporaneous agreements regarding the Site.
15.2 Severability. If any provision of these Terms is held unenforceable, the remaining provisions will remain in full force and effect, and the unenforceable provision will be modified to the minimum extent necessary to be enforceable while preserving the parties' original intent.
15.3 No waiver. Failure by either party to enforce any provision of these Terms is not a waiver of that or any other provision.
15.4 Assignment. You may not assign or transfer these Terms or any rights or obligations under them without zentralk's prior written consent. zentralk may assign these Terms in connection with a merger, acquisition, sale of assets, or by operation of law.
15.5 Notices. Notices to zentralk must be sent to legal@zentralk.com with a copy by mail to ZENTRA LINK INC, 2617 E Lincolnway, Cheyenne, WY 82001, United States. Notices to you may be sent by email to the address on your account or, where you do not have an account, posted on the Site.
15.6 Survival. Sections 7 (Intellectual property), 9 (Disclaimers), 10 (Limitation of liability), 11 (Indemnification), 12 (Governing law), 12.6 (Sanctions), 14 (Contact), and this §15 survive termination of these Terms.
15.7 No agency. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between the parties.
15.8 Headings. Section headings are for convenience only and do not affect interpretation.
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