3. TENDER OF GOODS
(a) Client shall (i) tender any Goods for storage only during DSA’s posted business hours for the Warehouse; (ii)
tender all Goods to the Warehouse properly marked and packed for storage and handling; (iii) complete in Asset
Panda prior to tendering the Goods all required and pertinent information concerning the Goods which is accurate,
complete, and sufficient to allow DSA to comply with all laws and regulations concerning the storage, handling,
processing, and transportation of the Goods.
(b) All Goods must be free of insects, rodents, mold and odors that could potentially damage other Goods stored at
the Warehouse. Client shall not cause or permit any illegal substances to be delivered, placed, held, located or
disposed of in or about the Warehouse. Further, Client shall not cause or permit any "Hazardous Substances" (as
hereinafter defined) to be delivered, placed, held, located or disposed of in or about the Warehouse. For purposes
of this Section 3, "Hazardous Substances" shall mean and include those elements or compounds which are
contained in the list of hazardous substances adopted by the United States Environmental Protection Agency (EPA)
or the list of toxic pollutants designated by Congress or the EPA or which are defined as hazardous, toxic, pollutant,
infectious or radioactive by any other federal, state or local statute, law, ordinance, code, rule, regulation, order or
decree regulating, relating to or imposing liability (including, without limitation, strict liability) or standards of
conduct concerning, any hazardous, toxic or dangerous waste, substance or material, as now or at any time
hereafter in effect.
(c) If Goods are later determined by DSA to be damaging or hazardous to other stored Goods, the Warehouse or
persons, DSA may, upon written notice of not less than thirty (30) days to Client, require the removal of such Good
from the Warehouse. Such notice shall be given to the last known place of business of the person to be notified. If
Goods are not removed before the end of the notice period, DSA may remove, sell or otherwise dispose of such
Good in DSA’s sole and absolute discretion.
(d) DSA has the right to refuse acceptance of any Goods for any reason in its sole and absolute discretion.
(d) DSA has the right to refuse acceptance of any Goods for any reason in its sole and absolute discretion.
(d) DSA has the right to refuse acceptance of any Goods for any reason in its sole and absolute discretion.
10. LIABILITY AND LIMITATION OF DAMAGES
(a) DSA shall not be liable for any loss or damage to Goods tendered, received, stored or handled however caused
unless such loss or damage resulted from DSA’s gross negligence. Any presumption of conversion under applicable
law shall not apply to a loss with respect to any Goods, and a claim for conversion must be established through
affirmative evidence that DSA converted the Goods to its own use.
In no event will DSA be liable for any Act of God or other circumstance beyond DSA’s control as further described
in Section 18. DSA and Client agree that none of their respective members, directors, officers, employees,
shareholders, or any of their (or any of those parties') respective agents shall have any personal obligation
hereunder, and that DSA and Client shall not seek to assert any claim or enforce any of their rights hereunder
against any of such parties.
(b) If DSA is grossly negligent and ships the Goods to the wrong address, DSA shall pay the reasonable
transportation charges incurred to return the Goods to the Warehouse. If the consignee fails to return the Goods,
DSA’s maximum liability shall be for the fair market value to replace such Goods and DSA shall have no liability
for damages due to the consignee’s acceptance or use of the Goods whether such Goods be those of Client or a third
party.
(c) Client agrees to indemnify, defend, and hold harmless DSA, and its members, officers, directors, employees,
agents, affiliates, successors, and permitted assigns (collectively, "Indemnified Party") against any and all losses,
damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or
expenses of whatever kind, including undercharges, rail demurrage, truck/intermodal detention, or related charges
and reasonable attorneys' fees, fees and the costs of enforcing any right to indemnification under this Agreement
and the cost of pursuing any insurance providers, incurred by Indemnified Party/awarded against Indemnified Party
relating to or arising out of or resulting from any claim of a third party or DSA arising out of or occurring in
connection with DSA’s services or from DSA’s negligence, willful misconduct, or breach of this Agreement.
(c) Notwithstanding the foregoing, Client acknowledges and agrees that in any event damages are limited to the
value of any damaged good.
If to DSA:
Designer Services Annex, LLC
Attention: Tim Morneau
4215 Montgomery Street
Savannah, Georgia 31405
Telephone: 310-270-7607
Email: tim@designerservicesannex.com
If to Client:
Consent(Required)